The purpose of this study was to examine the benefits, challenges, and limitations of a service-learning project designed to promote responsiveness among PK-12 preservice teachers (N=41). The service-learning included working with children (5- to 12-year-olds) at before- and after-school programs, interviewing site staff, and developing lesson plans for the children at each site. Data sources for this study included students' reflections and group lesson plans. Qualitative analysis showed that what constituted benefits for some students, such as connecting with children and learning classroom management, were reported as challenges for others. Additionally, students' ideas about responsiveness in education were focused on children's needs, interests, and school resources, yet rarely included children's strengths. Findings show the varied experiences undergraduate students have when engaged in service-learning and suggest that future teachers would benefit from greater scaffolding to foster the development of strengths-based perspectives. Implications for teacher preparation programs and service-learning in higher education are discussed.