Each year, the Association for Continuing Higher Education (ACHE) gives a "Creative Use of Technology" award for "innovative uses of instructional and distance learning technologies in lifelong learning." In November 2008, the award was presented to Clemson University for its Teaching with Technology Experimental Classroom--affectionately known as "The Sandbox." The Sandbox grew from a vision by the Department of Engineering and Science Education Chair Ben Sill to transform an abandoned swimming pool, where a few of the senior faculty and staff members learned to swim when they were small children, into a usable classroom. A collaborative effort grew from his vision to design the room with a flexibility in mind that would encourage faculty members and students to approach teaching and learning with an adventurous and curious spirit similar to that of children who explore and learn about their world in a sandbox. "Innovation" soon joined "flexibility" and "collaboration" as a guiding principle. The Sandbox was dedicated on December 18, 2007, and a full schedule of classes began in January 2008. Faculty members from general engineering, computer science, nursing, English, horticulture, industrial engineering, mathematics, and Science and Technology in Society (STS) have taught in the sandbox, and there is a waiting list each term for additional classes. In this article, the author shares her experience as an observer in three of the classes during the Fall 2008 term.