Students are so creative! How can teachers help them use that creativity to learn? This question haunted the author while she was teaching art in a K-8 public school. In art class, she frequently saw students demonstrate refreshingly original ideas in their drawings and paintings as well as innovative problem solving related to their projects. They were engaged, productive, and eager to learn. But these same students often lacked motivation and struggled in their academic classes. The author's challenge was to analyze the kind of thinking they were using in art class and determine how they could use it to be more successful academically. One of the first things she observed was how intensely her creative students were able to focus when they looked at things they wanted to draw. This exercise illustrates how "noticing" provides the first step in a process that can ultimately lead students to deeper understanding. (Contains 2 endnotes.)