The recent expansion of the English academies programme has initiated a period of significant change within the state education system. As established administration has been disrupted, new providers from business and philanthropy have entered the sector with a range of approaches to transform schools. This paper examines the development of co-operative schools, which are positioned as an 'ethical alternative' within the system and have proved popular with teachers and parents. Using a theory of co-operative power drawn from the philosophy of Spinoza (1632-1677), the author explores how co-operative schools have emerged, with and against the reforming agenda, using narratives of hope and resistance. Spinoza provides theoretical resources to critique this positioning and to project beyond the limiting narratives to an affirmative vision for co-operative schools.