During an observation of a novice teacher in a high school English classroom, one of the authors (Amy Vetter) was reminded that all students are capable of resistance. After attempting to engage students in what she considered to be a thought-provoking anticipation guide and discussion-starter for "Fallen Angels" by Walter Dean Myers, several students rolled their eyes or shrugged and put their head down on top of the blank assignment. After reflective conversations with colleagues, however, these critical incidents involving resistant students became less about self-doubt and blame, and more about figuring out ways to provide opportunities for all students to become engaged participants. After meeting with a group of former English education students and current first-year teachers for a research project focused on how to better prepare high school English teachers, she noticed that dilemmas of resistance were a frequent and common narrative. Student resistance, rather than something to avoid, is something to understand and even encourage, as the experiences of the authors and several preservice secondary teachers describe. They conclude with specific suggestions for classroom practice.