Although the need for university-school partnerships in preparing teachers is widely accepted, studies of research universities working with teacher unions and urban school districts to respond to the local needs are rare. This case study reveals the tensions that arose when the colleges of education and arts and sciences from a research institution partnered with an urban school district school district and teachers' association to prepare qualified math and science teachers for its high-need schools. Using a range of data, we identify and analyze the tensions that emerged for each of the partner organizations in planning and implementing a middle school math/science licensure program and offer cautionary advice and support for those who wish to undertake similar efforts.