This case describes the conversion of Mill Town High School (MHS), a large urban school in the Northeast, into five small schools. The conversion at MHS can be seen against the backdrop of a large national reform movement advocating the creation of small schools and the conversion of existing large schools into small ones. And like the specific efforts in Mill Town, this larger reform movement is funded significantly by the Bill Gates Foundation which, in the early 2000’s, made small schools the cornerstone of its domestic philanthropic agenda. In Mill Town the decision to create small schools came from two sources: first, the district's poor academic performance and second, the growing influx of Latinos into the traditionally working-class white city, a population the school felt unsure how to serve. The restructuring of MHS into small schools had several stated purposes: to foster stronger relationships between students and teachers; to create a personalized learning environment for all students; and to facilitate professional collaboration and cooperation among teachers. Initial survey and academic data suggested mixed results. Like many other small schools researchers have looked at, the affective and social dimensions of MHS seem to have improved through the reform, while academic outcomes appear to have remained constant.