This article describes efforts in Massachusetts and the Multi-State Collaborative to Advance Learning Outcomes Assessment (MSC) to develop a statewide system for learning outcomes assessment that does not rely on standardized testing and that is designed to transcend the traditional tensions and boundaries between campus-based formative and state-based accountability-oriented assessment. Both the Massachusetts and MSC models for statewide assessment build from faculty assessments of student's own work using the LEAP Essential Learning Outcomes and VALUE rubrics developed by the Association of American Colleges and Universities (AAC&U). The authors believe that this strategy will produce information that can be used formatively on campuses and for public reports and comparisons at the state-system level. Both models have been developed collaboratively by faculty members, campus-based academic and assessment professionals, and state-system academic leaders. They start from shared assumptions that the primary purpose of both campus and state-system learning outcomes assessment is to improve the quality of student learning; at the same time, both campuses and state systems have accountability obligations to external as well as internal constituencies. While the work is still experimental, there is excellent potential for its overcoming traditional tensions between campuses and systems and at the same time improving student learning through better outcomes assessment.