Last semester, the author had a particularly vocal class that made it clear that they disliked small group exercises. In an attempt to understand their discomfort, she had this class generate a list of the top 10 reasons they disliked small group exercises. Some of the reasons listed by the students are exactly why the author uses small group work in class--it does put the work on the students and it is hard to sleep during a small group exercise. Student concerns can be categorized into three main areas: (1) group dynamics; (2) learning process; and (3) preparation and participation. The author continues to use small groups in her classroom because it works, and she has found that, by the end of the semester, there are improvements in students' performance, teamwork, and ability to solve problems.