A teacher of English as a Second Language (ESL) to adult migrant workers from Central America describes the evolution of her efforts to create a sense of community within the classroom and Latino center and to empower students to bring about social change in the long term. While students were pressuring the teacher to teach grammar, the teacher was considering ways to increase student access to the language and culture of power. Techniques used at the Latino center to encourage student interaction, cooperation, and leadership include: class coffee breaks; inclusion of homeless immigrants and families in center holiday parties; organization of weekly basketball and soccer games; mentoring to support students in taking responsibility for center activities; delegation to students of some teacher tasks in the classroom (organizing into teams, passing out papers, setting up and cleaning up the room, facilitating discussions); student planning of center events; and hiring of students for Latino center jobs. These efforts eventually became effective after a student protest against an administrative action taken in another organization. The protest was joined by the teacher and her students because they all belonged to a coalition which shared the same concerns. (MSE) (Adjunct ERIC Clearinghouse on Literacy Education)