Teacher talk is a powerful classroom tool. Studies document the importance of teacher language in children's development, in early literacy development, in children's perceptions of self and others, and in facilitating play. This article examines "teacher talk" and its elements--kinds of language, functions of language, promoting children's thinking, and power--during small group activities with 2- and 3-year-olds. After observing and videotaping activities in two early childhood classrooms, the authors are convinced that teachers can promote children's thinking and encourage their participation in authentic conversations. The authors examine how two teachers (in toddler and preschool classrooms) talk to children and facilitate small group activities to encourage children's thinking.