This report covers the third year of Chapin Hall's process evaluation of the Prime Time Initiative of Palm Beach County, Florida, a system-building effort to strengthen the quality of after-school programs in the county. During the past two decades, the after-school field has expanded enormously, partly in response to increasing concern about developmental and achievement gaps between low-income children, especially those of ethnic minority backgrounds, and their more advantaged peers. Opportunities to participate in constructive after-school activities are still more limited in low-income communities than in more affluent communities, and questions remain about the effects of after-school programs on children's development and academic achievement. At the same time, as the field has evolved and grown, practitioners and policymakers are learning that programs are more likely to have effects when they address multiple developmental domains, are of high quality and led by professional staff, and engage children on a regular and sustained basis. Improving quality remains challenging, as the field is still plagued by problems of unstable funding and staffing as well as difficulty developing realistic expectations and quality standards for a diverse array of providers. A bibliography is included. Two appendixes are included: (1) Description of Prime Time's QIS Process; and (2) Interview Guide for QIS Program Directors. (Contains 26 footnotes, 1 figure and 4 tables.) [Funding for this evaluation was provided by Prime Time.]