The authors present a strategy for residency faculty development in women's health, the reasons that such a strategy is necessary (e.g., women's health encompasses much more than reproductive and disease issues, and is cross-disciplinary and intrinsic to all of family practice), and their residency program's experience with its development and implementation from 1994 to the present. In creating the program, the residency program's faculty used as a context some lessons learned from family medicine, since the rapid growth of family medicine provides a historical example of dealing with a critical shortage of faculty for new residency programs and the need for a new way to train educators. Also, the faculty reviewed the literature about faculty development in medicine, models of teaching and learning from women's studies, and group theory, specifically the skills concerning conflict and diversity. They used the salient elements from each (which the authors outline) in fashioning their new faculty development program. The resulting program also grew out of focus groups with patients, input from staff, residents, and faculty, and meetings and workshops, including some intense and highly charged discussions in which the faculty participants, both men and women, confronted their own views and biases and worked hard to successfully forge a common and relevant vision of women's health. The program has fostered faculty who are knowledgeable about the diverse educational skills required to teach women's health. They use these skills in all curricular content, thus demonstrating a new way to educate residents as well as faculty.