What began as an exploration of student learning while listening to music evolved into a study of learner agency in a music classroom. Whilst students used and developed strategies that enabled their own success while listening to, performing and creating music, it became evident that they were proactively seeking musical understanding and growth in their own musicianship. Their intense desire to share their musical ideas and to be valued for their role in the music learning community within the classroom illustrated the learners' agency for affirmation and valuing of self and others. These qualities are closely connected to the zone of "proximal development" (Vygotsky, 1978) and "perezhivanie" (Mahn & John-Steiner, 2000, 2002; Mahn, 2003). As educators may seek to enable students to grow in conceptual understanding (competence) and self-efficacy (confidence), a reflexive relationship occurs as students, too, seek to grow in musicianship (competence) and to be valued for who they are (confidence).