This qualitative collective case study investigates elementary teachers' experience with stress and the mechanisms of change related to developing resilience following a mindfulness-based intervention, Cultivating Awareness and Resilience in Education (CARE). Results suggest that the amount of stress teachers experience is less important than how they conceptualize their stress. Teachers who developed resilience exercised mindful awareness and nonreactivity coupled with a healthy distress tolerance and sense of efficacy. Other protective factors included community support, self-care, and sustained use of practices focused on emotion regulation. Combined, these capacities enabled teachers to respond more compassionately to their students. Implications for professional development that fosters teachers' resilience are discussed.