This paper presents two modes of systems-thinking education to help make sense of previous and future experiences in this field as well as in soft operational research in general. Using Abbott’s ideas on professional knowledge we present these modes as based on either 1) abstracting or 2) engaging. The former emphasises the value of systems-thinking in helping people understand abstractions to deal with complex situations. The latter focuses on using abstractions to facilitate students’ engagement with complex situations in areas outside operational research including sustainability and project management. We present each mode based on our experience in a higher education setting in the UK and we highlight key elements and possibilities for these modes that could inform future developments in systems-thinking and operational research education.