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Using Deleuze and Guattari’s (1980/1987) refrain, this article thinks otherwise about off-task behaviors of Jim, a 7-year old Latino boy, who took mathematic courses offered by the author in a clubhouse. The study conceptualizes these off- task behaviors as an ontological expression of learning motivated by a nonhuman, improvisational, and sensational becoming of a human body. To make Jim’s refrains intelligible, the author provides an onto-epistemological account of seeing as a transformative process in between the researcher and researched. The article suggests an alternative to conceptions of off-task behaviors in math classrooms. It also hopes to provide insights into rethinking mathematical learning and competency.