This article examines the implications of educational policies on teachers' beliefs and practices for English learners (ELs) in the context of the California educational reform agenda. By utilizing cultural-historical activity theory, this study paints a personal and pedagogical portrait of how 2 educated and experienced bilingual teachers organized their classrooms in cultural, historical, and ideological ways that shaped how they adapted mandated reforms in their instruction for ELs. The findings show that educational policies are filtered by each teacher's need to strike a balance between compliance to authority and her own autobiography and ethos of what it means to be a teacher, making teacher agency and teacher beliefs important variables in the efficacy of reform. (Contains 1 table and 4 footnotes.)