Research on the relationship between literacy and play has a rich history. Yet few studies have examined children's use of spontaneous play during literacy events as children are learning to read and write. This case study examines the use of play and the quality of playfulness in a kindergarten/first grade multiage classroom during Writer's Workshop. Data revealed children being playful in three ways: through the use of singing and chanting, the expression of intense emotion, and the use of pretend and fantasy. Children created a "third space" by infusing the academic environment with elements of their more playful social worlds. This "third space" functioned as a particular kind of Zone of Proximal Development, a comfortable, personally authentic and energized environment in which children learned to write. (Contains 1 table.)