There are many ways to examine classrooms in terms of agency, this chapter focuses on the perspective "resistant" students offer as a way of examining how the experiences students bring to the classroom shape interactions with teachers and with classroom literacy practices. The interactions, which can be frustrating on both sides, can be rooted in the emotional experiences, memories, and relationships. The chapter explores how these cognitive and affective experiences may play a powerful, if sometimes hidden, role in how students respond to pedagogies of reading and writing and to their teachers. The chapter focuses on the potentially troubling influence of the myth of transformation in a writing or literacy classroom and what that myth implies for both teachers and students. It draws from both classroom settings and from writing-center work to talk about different kinds of pedagogical responses that take into account the partial and painful processes of learning and change.