Background/Context: Research on after-school programs has traditionally focused on those programs serving students in younger grades but found positive correlations between student participation in enriching after-school activities and school engagement. For older students, particularly teenagers, there tends to be lower participation. Research has also shown that students learn at different rates and need different amounts of time with the same material. School-based after-school programs have been one policy intervention to address this need. Purpose/Objective/Research Question/Focus of Study: This study sought to understand better why students in one New York City high school attended after-school sessions and what kept them coming. Who does not attend, and why not? Finally, was the time after school being used in a way that most benefited students? How might the insights of those students who did attend push educators to improve after-school programming, both in terms of the teaching and in terms of how we structure these sessions? Setting: This study took place in a small public New York City high school with almost all students participating in the federal free and reduced lunch program. Research Design: In this action research study conducted with her own students in her own classroom, the author sought to use student perceptions to make programmatic changes that ultimately benefited the students attending the program. Through surveys, exit slips, interviews, and journal entries, the author collected student opinions and perceptions of the school's after-school program and changed the structure of her after-school sessions to maximize both attendance and student outcomes. Data Collection and Analysis: The data suggest that a loosely structured and flexible program with varied types of help and, most important, individual attention is an after-school model that appears to appeal to high school students, particularly in the upper grades. Teenagers need to feel that they get something out of attending. It is critical to have the support of school administrators who understand that attendance figures alone do not reflect "success." Students reported frustration when they were unable to get help after school because the teacher or peer tutors were overextended. The author recommends that policy makers focus on the quality of service, instead of the quantity served, to create and maintain successful interventions for all students.