Understanding how students develop learning opportunities through peer-to-peer interaction is vital for advancing research and practice on collaborative learning environments. This study investigated the discourse practices middle grade students utilized to resolve conflict in ways that promoted or inhibited learning opportunities. Seventy-seven middle grade students were audio/video recorded as they worked in groups of three on cognitively demanding mathematical tasks over three days. Analysis centered on the nature of learners' discourse practices within instances of small group conflict. The findings revealed 17 specific discourse practices which promote learning opportunities within conflict and six discourse practices which limit learning opportunities. Practitioners might leverage these findings by explicitly teaching and modeling the discourse practices which promote learning opportunities. Researchers might build upon the theoretical and methodological contributions of this study to examine promotive discourse practices under different constraints than were examined in the present analysis.