In this article, I explore one lesbian teacher's ethical dilemmas and resulting disappointment related to the lack of participation by queer students in the Gay Straight Alliance she helped to create. Her dilemmas hinge on the paradoxical subject position of queer teacher in tension with the "coming out imperative" and intersecting with discursive articulations of teacher-as-role model and queer students as a population "at-risk." Grounded in scholarship that describes the discursive production of queer teacher and queer students, I explore the ways in which one group of queer students resist notions of "at-riskness" and the resulting impact on their teacher.