Higher education is a distribution center of knowledge and economic, social, and cultural power. The instructor's power is usually unquestioned, particularly by students who must comply with instructors who are the gatekeepers to resources they need. Understanding alienation in higher education classrooms illuminate how power influences educational transactions and the interests of both students and instructors. Literature on student alienation in higher education has primarily focused on depersonalized discourses or persistence/retention, which avoids the central and most basic unit of the system: the instructor-student relationship. This study explored graduate students' understandings of their experiences involving the power of their instructors in the higher education classroom. The findings of this study revealed that students understood their experiences involving instructor power in connection to the instructor-student relationship, and they responded to power and alienation through strategies for self-preservation. To understand how instructor power shapes students' higher education experience and the methods by which this power takes shape, instructors must enable students to recognize, discuss, and challenge that power.