We describe the dynamic discourse interactions between a teacher and her students in a third-grade science classroom. We focused on how the teacher and students initiate, prompt, respond, and provide feedback; use questioning and power strategies; and how questions are associated with power dynamics. We relate the consequences of teacher use of power to the engagement of student with subject matter. Two classroom sessions were observed and teacher-student interactions audio recorded. Data were transcribed and a method was developed for analyzing teacher-student interactions, power dynamics, and types of questions asked. Results revealed that teacher talk was twice as frequent as students' talk; questions were primarily closed-ended and task-oriented; and students asked few questions. The teacher exercised power by keeping activities organized and conventional, and utilizing subject matter. The developed methods showed us the complexity of question and power dynamics in classroom discourse and have implications for professional development and research.