Cooperative learning structures allow diverse groups of students to learn together while developing higher-order thinking skills, yet there are concerns that not all students' voices are being heard. The intent of this study was to discover the relationship between the instructional methodologies one teacher used to foster the development of group skills in students and the ways small discussion groups actually functioned. This study explored issues of power and status on students' learning opportunities in middle school discussion groups. Method: This qualitative study was conducted under an ethnographic lens using a teacher-as-researcher approach. Data were collected over one school year in a sixth grade classroom from two different class groups. Data sources included field notes, audio and video-recordings, and teacher observations of groups. A sociometric device was used to measure the peer status of the forty-eight student participants. Thirty-one recordings of student discussion groups were transcribed and analyzed using Fairclough's (2004) methods of critical discourse analysis. Transcripts were coded for Mercer's (1995) three types of talk: disputational, cumulative, and exploratory. Student participation was measured as a percentage of total group discussion. Students' peer status, gender, and participation rates were compared. It's like, what, 1914? Um, (scratching sounds) 85 Logan It's 1849 86 Leah Yeah, so it will be so-87 John Like 1849 and kind of like, everyone's kinda like 88 Jeremy /Well, like/ 89 John /Dumber/ back then /than what we are like,/ 90 Jeremy /Well, pretty much like/ 91 John In 19 hun-like in the 1900s and stuff 92 Jeremy Well, it's like, /say/ 93 John /So/ they technically wouldn't know that the uh, ash will kill you But some people might But I don't really think Doc would've known 94 Jeremy Like, not exactly, I'm not trying to say it that way Like, if you, if you really take in any ash Or like take a chalk board eraser and just bang it And breathe in You'll prob-you'll probably cough, right? And you'll look like you're not, you're not not in good happy, right? 'cause you're /coughing/ 95 Logan /Yeah, but,/ even if you like, if you breathe in campfire smoke Which it pretty much is 96 Jeremy No, not not the smoke, the ash You're you're actually inhaling the ash 97 Logan Yeah /same thing (unintelligible)/ 98 Jeremy /It's it's different to smell/ smoke But to inhale the ashes 99 Logan They never inhaled the ash 100 John The ash has bacteria in it Which kills the yellow like, bad bacteria 101 Leah /Why would they inhale the ash if they-/ 102 Jeremy /How do you know it's a good bacteria?/ 103 Leah Why would they inhale the ash? 'cause don't they like 104 Logan Drink it 105 Leah /they, they drink it/ 106 Kimberly /yeah, they drink it/ 107 Leah /They don't inhale it/ 108 Jeremy /Well, well you know/ what I mean, Leah 109 Leah /I do?/ 110 Evan /They/ inhale /through their mouth/ 111 Jeremy /Oh, okay, I guess you /didn't know that