This paper describes challenges encountered by two secondary mathematics teachers when they try to integrate ICT devices in their classes. These findings are based on using the Technological Pedagogical and Content Knowledge (TPACK) context, the four dimension framework developed by Niess: 1) overarching conceptions of integrating ICT, 2) knowledge of instructional strategies and representations for teaching, 3) knowledge of students' knowledge of technology; and 4) knowledge of curriculum and curriculum materials that integrate technology with learning. By using this analysis, we explore the challenges that teachers face and suggest ways of improving strategies of integrating ICT instruction. [For the complete proceedings, see ED557181.]