Abstract-Over Several years, we observed that our students were sceptical of Software Engineering practices, because we did not convey the experience and demands of production quality software development. Assessment focused on features delivered, rather than imposing responsibility for longer term 'technical debt'. Academics acting as 'uncertain' customers were rejected as malevolent and implausible. Student teams composed of novices lacked the benefits of leadership provided by more experienced engineers. To address these shortcomings, real customers were introduced, exposing students to real requirements uncertainty. Flipped classroom teaching was adopted, giving teams one day each week to work on their project in a redesigned laboratory. Software process and quality were emphasised in the course assessment, imposing technical debt. Finally, we introduced a leadership course for senior students, who acted as mentors to the project team students. This paper reports on the experience of these changes, from the perspective of different stakeholders.