Quality arts learning can be a vehicle for personal transformation. For more than 40 years, an unwavering belief in the possibility of such transformation has sustained the nationally recognized after-school Apprenticeship Training Program (ATP) at Manchester Craftsmen's Guild (MCG). Within school walls, academic standards position the arts as a distinct discipline expected to incorporate historical and cultural context, critical analysis, and aesthetic judgment into art production, exhibition, or performance. By contrast, the arts-rich environment that MCG creates outside of those walls transforms students' sense of self, as well as nurtures a passion for learning through creative thinking and practice. Of course, arts learning within school hours also changes students, but the authors' experience tells them that in-school and out-of-school arts learning transforms students in different ways. In this article, the authors first provide a brief description of the MCG organization then detail the differences between in-school and afterschool learning. (Contains 2 figures.)