Background: Research on teacher-student relationships has focused logically on classroom talk. Investigations of classroom talk range from broad consideration of the structures of such talk to a somewhat narrower focus on the interpersonal dimensions of such talk, and their consequences for student achievement and motivation. Purpose: This study explores a relationship that the teacher defined as 'difficult', and attempts to understand, through analysis of classroom talk, how the complexities of full-class discussion contributed to the manifestation of a difficult relationship. Sample: The analysis focuses primarily on one teacher and one student in a 31-student, grade seven (age 12-13) English/Language Arts class. The study was conducted in a seventh-grade language arts/social studies block class in Midwest Middle School (a pseudonym), a middle school of around 700 students in a mid-sized suburban community in the Midwest, USA. Design and methods: The study draws from nine weeks of participant observation, isolating classroom episodes between the teacher and the specific student with whom she had a 'difficult' relationship. Interactions were transcribed and then analysed, using a mixed approach which drew upon research methods from conversation analysis (CA), classroom discourse analysis and Goffman's discussion of participation frameworks. Results: Analysis suggested that the difficulty of the relationship between teacher and student was less the result of particular behaviours on the part of either participant and more the result of complications of interaction in full-class discussions. Conclusions: In effect, the teacher, the particular student and the other students cooperated to create a difficult relationship. Despite that difficulty, however, other decisions the instructor made in structuring the classroom environment mitigated those complications, allowing the student to feel some success in the class and to continue to attempt to participate successfully in full-class interactions.