The purpose of this study is to examine how teachers can employ listening practices to gain a heightened understanding of not only what their students understand and how they are thinking about mathematics, but also as a way for teachers to build their own conceptual understanding of mathematics by reflecting on the different approaches their students are using. This study seeks to understand to what extent conscious listening, followed by reflective journaling through a systematic professional development process, enhances teacher understanding of both pedagogy and of mathematics. Math anxiety has been identified as a limiting factor in the effectiveness of math instruction and professional development; this study seeks to use individual and small group reflection through lab-based professional development to enhance teacher understanding of both math pedagogy, and mathematical concepts, in a way that minimizes math anxiety. The study will be done qualitatively with teachers using journals to reflect on what they are learning about how their students see and think about mathematics, and how these listening and reflective practices influence the teacher’s own understanding of math. These journal entries will be supplemented by field notes taken during both the professional development process and interviews of some of the teachers who participated in the process