Between 2006 and 2010, the North Carolina Department of Public Instruction intervened in 128 low-performing schools, combining approaches consistent with school restructuring and transformation. In improved schools, local educators reconstructed key school functions, a distinctly nonlinear process more like the work of skilled craftsmen than that of design engineers that we refer to as "scaffolded craftsmanship." We interviewed key stakeholders in 12 high schools to learn about the dynamics accounting for the improvement or stalemate at each school. In sum, in the improved schools we studied, the turnaround process was not a matter of initial external design and subsequent implementation, but a non-linear process of planning, inventing, adjusting, and re-planning as well as a process of learning, doing, and learning from doing. The improvement generally began with the installation of new leadership and involved four main components: new commitment, climate, and culture; improved knowledge and skills; strategically organized and managed structures and supports for instruction; and strengthened external support. Our findings suggest that judicious personnel replacement followed by professional development and coaching targeted to key functions may be a more effective method for implementing school turnaround than the structural approaches promoted via NCLB sanctions and Race to the Top.