This study offers an alternative to traditional notions of scaffolding for reading comprehension by tracing the evolution of a fifth-grade small group literature conversation in which the teacher sought to displace himself as "primary knower" (Berry, 1981) in the conversation. The study examines how the teacher shared evaluation with his students even when they sought to reposition him as primary knower. Rather than relying on explicit strategy instruction or other forms of directive guidance, he refrained from evaluative steering toward particular interpretations or interpretive techniques, and he did so even when the students offered a pronunciation or interpretation that was non-standard and would be considered flat-out "wrong" by many adult readers. The two focal students, both considered "struggling readers," gradually took up positions as "possible knowers," but they did not do so all at once. Their intentions and understandings shifted across the course of the discussion as the students wrestled with one another's sometimes conflicting ideas and purposes. The article proposes that teaching should primarily follow (rather than attempt to lead) students' shifting social and intellectual intentions as they wrestle with textual meaning-making. (Contains 2 tables and 5 endnotes.)