Objectives Existing literature on gentrification largely focuses on gentry families choosing, engaging, and changing urban public schools (e.g.: Cucchiara & Horvat, 2014; Freidus, 2016). Through in-depth interviews with educators at a gentrifying bilingual school, this work adds teachers’ voices to the discussion by presenting challenges teachers encounter amid community change that hinder their retention in the focal school. Theoretical Framework This work uses the lens of teacher as a transformative intellectual (Giroux, 1985) to consider gentrification. Research on gentrification and dual language education alike presents opportunities given affluent re-urbanization to improve material conditions in schools (Posey-Maddox, et al., 2014) and yield academic and socioemotional benefits for emergent bilinguals (Lindholm-Leary & Hernández, 2011). These opportunities, however, are juxtaposed with the marginalization of working class students and families of color in classrooms and school events (Cervantes-Soon, 2014; Posey-Maddox, et al., 2014; Valdés, 1997). This intersection grows in salience as bilingualism becomes coveted among gentry families and districts implement dual language programs to encourage middle class enrollments (Flores, 2015; Valdez, Freire, & Delavan, 2016). Teachers, tasked with facilitating curriculum and mediating relationships among the students and families, are uniquely positioned to leverage the potential benefits of this choice-based desegregation while mitigating the challenges. However, doing so requires dispositions favoring advocacy and educational equity and organizational support for critically conscious pedagogies (Freire, 1974). Understanding teachers’ perceived constraints can elucidate why these desirable dispositions and practices often fail to take root or persist. Methods and Data This study uses in-depth interviews with ten teachers and one administrator at an urban dual language K-8 school in the American West. Interview participants were selected non-representatively (Trost, 1986) to capture insights across grade levels and experience. These interviews, which took place in 1-2 sessions with each participant and lasted around 90 minutes each, inquired about participants’ experiences in the profession and at the school; their experiences and observations in the surrounding community; their attitudes and beliefs about bilingualism, bilingual education, and gentrification; and the challenges and opportunities that the current conditions posed for them personally and professionally. Interviews were transcribed and analyzed using the Dedoose online qualitative research platform, relying on emergent, descriptive coding initially, followed by thematic coding about the specific nature of challenges teachers recounted. Results and Significance Invariably, teachers expressed commitment to diversity, bilingualism, and equity, although only further observation can confirm whether such attitudes translate to practice. Nevertheless, participants mentioned challenges in the face of gentrification that obstructed these aspirations, such as a lack of support for exploring gentrification with students; conflicting expectations from parents around instructional time and curriculum for Spanish and English; incoherent visions from the district about integration despite declining enrollments; and increased costs of teaching in that particular community including rising rents and loss of bonus pay and/or student loan forgiveness as school demographics shifted toward more affluence. Findings from this work could inform professional development and school curriculum for greater community relevance, school governance for greater inclusion of working class families, and district policy to retain teachers as schools gentrify.