School finance reform has become a key component for transforming public schools in the United States. Over the last decade, a growing number of districts have turned to an approach known by different names--student-based budgeting, weighted student funding and fair student funding, among others--in which budgets are allocated to schools in dollars, based on the needs of students within a school, rather than in staff positions. Student-based budgeting allows for a more equitable and rational allocation of funds among students and schools with differing levels and types of needs and a better alignment of school budgets with instructional goals. This article describes how the authors helped the Oakland (California) Unified School District transform itself and use student-based budgeting to better meet the needs of its students.