This report presents our analysis of the implementation of the AfterZone initiative--a citywide system-building effort in Providence, Rhode Island, that aims to provide high-quality, accessible out-of-school-time services to middle school youth. The AfterZone model is unique in that it is built on a network of "neighborhood campuses" (each campus includes multiple sites in a geographically clustered area), providing participants with the opportunity to travel to programs located outside of the main program facility, the middle school. Incorporating both qualitative and quantitative research findings, the report examines the implementation of the initiative's unique features and documents its operations. It also explores the challenges and successes of Providence's system-building efforts as well as the strategies used to sustain them. Appendices include: (1) Mean Scores on RIPQA Scales and Subscales; (2) Demographic Characteristics of Surveyed Youth; and (3) Factor Analysis of Quality of Youth's Experience Survey. (Contains 7 tables, 5 figures, and 63 endnotes.)