Background/Context: After-school programs that focus on integrating computer programming and mathematics in authentic environments are seldomly accessible to students from culturally and linguistically diverse backgrounds, particularly bilingual Latina students in rural contexts. Providing a context that broadens Latina students’ participation in mathematics and computer programming requires educators to carefully examine how verbal and nonverbal language is used to interact and to position students as they learn new concepts in middle school. This is also an important stage for adolescents because they are likely to make decisions about their future careers in STEM. Having access to discourse and teaching practices that invite students to participate in mathematics and computer programming affords them opportunities to engage with these fields. Purpose/Focus of Study: This case study analyzes how small-group interactions mediated the positionings of Cindy, a bilingual Latina, as she learned binary numbers in an after-school program that integrated computer programming and mathematics (CPM). Setting: The Advancing Out-of-School Learning in Mathematics and Engineering (AOLME) program was held in a rural bilingual (Spanish and English) middle school in the Southwest. The after-school program was designed to provide experiences for primarily Latinx students to learn how to integrate mathematics with computer programming using Raspberry Pi and Python as a platform. Our case study explores how Cindy was positioned as she interacted with two undergraduate engineering students who served as facilitators while learning binary numbers with a group of three middle school students. Research Design: This single intrinsic case focused on exploring how small-group interactions among four students mediated Cindy’s positionings as she learned binary numbers through her participation in AOLME. Data sources included twelve 90-minute video sessions and Cindy’s journal and curriculum binder. Video logs were created, and transcripts were coded to describe verbal and nonverbal interactions among the facilitators and Cindy. Analysis of select episodes was conducted using systemic functional linguistics (SFL), specifically language modality, to identify how positioning took place. These episodes and positioning analysis describe how Cindy, with others, navigated the process of learning binary numbers under the stereotype that female students are not as good at mathematics as male students. Findings: From our analysis, three themes that emerged from the data portray Cindy’s experiences learning binary numbers. The major themes are: (1) Cindy’s struggle to reveal her understanding of binary numbers in a competitive context, (2) Cindy’s use of “fake it until you make it” to hide her cognitive dissonance, and (3) the use of Spanish and peers’ support to resolve Cindy’s understanding of binary numbers. The positioning patterns observed help us learn how, when Cindy’s bilingualism was viewed and promoted as an asset, this social context worked as a generative axis that addressed the challenges of learning binary numbers. The contrasting episodes highlight the facilitators’ productive teaching strategies and relations that nurtured Cindy’s social and intellectual participation in CPM. Conclusions/Recommendations: Cindy’s case demonstrates how the facilitator’s teaching, and participants’ interactions and discourse practices contributed to her qualitatively different positionings while she learned binary numbers, and how she persevered in this process. Analysis of communication acts supported our understanding of how Cindy’s positionings underpinned the discourse; how the facilitators’ and students’ discourse formed, shaped, or shifted Cindy’s positioning; and how discourse was larger than gender storylines that went beyond classroom interactions. Cindy’s case reveals the danger of placing students in “struggle” instead of a “productive struggle.” The findings illustrated that when Cindy was placed in struggle when confronting responding moves by the facilitator, her “safe” reaction was hiding and avoiding. In contrast, we also learned about the importance of empathetic, nurturing supporting responses that encourage students’ productive struggle to do better. We invite instructors to notice students’ hiding or avoiding and consider Cindy’s case. Furthermore, we recommend that teachers notice their choice of language because this is important in terms of positioning students. We also highlight Cindy’s agency as she chose to take up her friend’s suggestion to “fake it” rather than give up.