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Foreign language educators dedicated to facilitating a communicative classroom often express their satisfaction when their learners actively engage the target language with minimal teacher interference. However, with the nearly ubiquitous implementation of pair-and group-work activities in the language classroom, it is virtually impossible for even the most perceptive teachers to be cognizant of the dynamics of every conversation. Even in what may appear to be cooperative, equal participation in the completion of the task, conflicts, domination and marginalization of participants can emerge. In this study, a semi-autonomous learning environment in which students were placed in pairs to complete a learning task without the teacher present to mediate the student interaction was examined using Conversation Analysis (CA). It was found that the participants each attempted to be in control of the task and their partner by competing for the position of “the dominant knower,” resulting in a prolonged power struggle. The fact that the teacher was called in to settle their disagreements even inadvertently reinforced one student’s claim to the dominant position.