This paper examines the relationships between hesitation, friendship and pedagogy. It develops three main arguments: (a) first, that feelings of hesitation can unsettle our self-assurance in what we know, activating new problematics; (b) second, that this unsettling may become pedagogical under certain conditions; and (c) third, that friendship provides such conditions, potentially spurring creative processes of thought and learning. In response to secondary school teachers' claims about their teaching and relationships with students, the paper employs hesitation as a methodological strategy for thinking beyond established understandings about pedagogy. The concept of "pedagogy as assemblage" is elaborated, drawing on the work of Deleuze and Guattari, and friendship is then conceived as a "joyous encounter" and mode of "intellectual hospitality." These concepts enable description of the affective contexts in which the destabilisation of knowledge about ourselves and our worlds might provoke learning, in response to problems that are newly sensed in hesitation. (Contains 1 note.)