The relationship between talk and learning has been well documented in preservice and inservice teachers' and administrators' education. These studies demonstrate that talk is a central part of teacher learning and change, that particular forms of talk are more or less effective for such change to take place, and that talk must be conducted over long periods of time in a supportive community for it to initiate teacher change. However, little is known about how sustained, critical conversations in teachers' lives shape and reshape their understandings and practices. In this paper, the authors extend the work on teacher talk and learning by drawing on Bakhtin's notion of "excess of sight." They explore how such critical conversations enable teachers to see themselves and their teaching in fresh light. In January 1997, a group of ten teachers from one urban elementary school and two university researchers began to meet for conversations about their literacy teaching and its effects on children's learning. This paper explores how two of these teachers--first grade classroom teacher Susan Jones and Title I reading specialist Aby Smith--used dialogue to rethink their literacy practice and ultimately to teach Benjy Valdez how to read. (Contains 1 table and 3 notes.)