For the better part of the past century, the field of education has witnessed repeated calls and initiatives for change, reform and improvement of our schools. Yet today, the problems of improving academic achievement and social adjustment among youth continue unabated. An explanation for this "change without change" phenomenon is offered which differentiates innovative change from transformative change processes. A review of the research evidence regarding resilience and positive youth development, both academically and socially, is utilized to formulate a conceptual framework for guiding educators in creating resilience-focused, transformative schools. Specific attention is addressed to the application of such concepts as mindsets, resilience, social emotional competencies, and supportive social environments (family and school) in adopting a new, transformative paradigm for developing more effective schools and more capable youth.