Students who are expelled from school often demonstrate the need for alternative learning environments that respond to their academic disengagement as well as their behavioral challenges. Teachers in such environments contend with a variety of student needs while attempting to engage students in the learning process. This grounded theory study examines student and teacher interactions in community day school (CDS) classrooms in one large, urban school district in the southwest. Through semistructured interviews and observations, the researcher develops an emerging theory that describes the interactions between teachers and students. Interactions vary in nature depending on student and teacher characteristics, their self-definitions and beliefs, and the influence of support staff. Various interactions precede specific student outcomes, which can be both intended and unintended. This article explains the interplay between the categories listed above and gives concrete examples from classrooms about how student and teacher interactions can lead to, or impede, growth for both students and teachers. (Contains 4 figures and 4 notes.)