This study investigates preservice teachers' discourse about CALL in a required CALL class which combines theory and practice. Thirty-three students in a Linguistics MA program CALL course were observed over a 10-week quarter. For all of these students, it was their first formal exposure to CALL as a discipline. Communication in the class consisted of student-led in-class discussions, web-based wiki, chat, and discussion fora. All communication during the course was recorded for the purpose of investigating teachers' emerging perceptions of CALL and the role it plays in language teaching and learning. All the preservice teachers were new to CALL and consequently had a lack of awareness of the breadth of the topic. They were initially apprehensive about the notion of CALL. A lack of awareness of the potential for CALL and negative experiences with poorly designed technology accounted for much of this apprehension. There was also an overwhelming sense that CALL threatened the teacher in myriad ways. Competent with technology for personal purposes, these teachers did not easily transfer skills to CALL contexts. When faced with the opportunity to discuss CALL in depth they began to appreciate the potential for technology use in language teaching. However, they expressed sustained concern over a potential loss of control over the teaching environment and students. Suggestions for cultivating a student-centered CALL classroom address these concerns.