Students are more likely to develop a deep conceptual understanding of mathematics when they interact with and discuss their thoughts with others. The National Council of Teachers of Mathematics (NCTM) (1989, 2000) has recommended that students be active learners--communicating with one another, conjecturing, exploring, and justifying claims by using tools or manipulatives. NCTM specifically emphasizes the use of technology as a tool: "Electronic technologies--calculators and computers--are essential tools for teaching, learning, and doing mathematics" (2000, p. 24). Incorporating technology and cooperative learning in the classroom can deepen students' learning of mathematics. In this article, the author discusses student interaction and discourse in an environment that includes Java-based, curriculum-embedded mathematics software. (Contains 2 figures.)