The purpose of this qualitative study was to explore the reactions of 13 pre-service teachers (PTs) implementing an adventure-based learning (ABL) unit through the lens of occupational socialization. Data were collected through interviews, critical reflections and reflection of videotaped ABL lesson. Analysis of the data resulted in two themes: (1) This is harder than I remember and (2) Student reaction: It's not what I expected. It can be concluded from this study that: (1) ABL can challenge PTs prior beliefs about physical education, (2) the PTs had to negotiate a struggle of values between the student-centered unit and the prior experience and values of the middle school students, (3) student resistance to the unit was a strong socializing agent for the majority of the PTs and (4) teaching small groups of students and engaging in critical reflection with peers each day helped the PTs to persevere in the face of the student resistance.