For the past ten years, I have been a mathematics teacher in urban alternative education high school programs. I chose to teach in alternative settings because they tend to attract what I call the “forgotten” students. These are the high school students who are low skilled and often viewed by teachers as discipline problems. Frequently, either they are pushed through the system to get rid of them, or they end up dropping out to rid themselves of the system (Lefkowitz, 1987). For some students, alternative programs may be their last resort to receiving an education. Over the years, it has become apparent to me that a key ingredient to successful learning for these students (actually, for all students) is their teacher’s will to learn. When I first started teaching, I viewed the classroom environment. Slowly, I began to realize that while it is important for the students to learn as much as they can from me, it is absolutely crucial for me to learn as much as I can from them; to be a good teacher I need to be a good learner (Meier, 1995). A common tenet held my many educators is that teachers need to be passionate about learning. Passionate teachers have deep interests in some contextual aspects of learning; they are constantly making connections; they are forever noting what is around them to enrich the learning process (Perrone, 1991; Meier 1995). In general, they communicate a devotion to learning that is exceptional (Fried, 1995). This project is a narrative about my passion, about the insights, discoveries, and strategies that have resulted.Contact cct@umb.edu for access to full text