The rapid and accelerating move toward the adoption and use of mobile and wireless technologies creates opportunity for new research field-œmobile learning' that includes a variety of applications and new learning techniques. An efficient mobile learning system has to be sensitive to the context that characterizes the interactions between humans, applications and the surrounding environment. Researches in context aware mobile learning have concentrated on how to adapt applications to context. In this paper, we describe the design of a context aware middleware (with an emphasis on controlling the environment) with the aim of supporting M-learning. First, we identify contextual elements and their features relevant for mobile and collaborative learning. Then, we propose a middleware architecture for managing and adapting context which supports tasks including: acquiring, interpreting, modeling, storing, reasoning, updating and adapting context.