Sensory experiences are the foundation of the learning process, regardless of cognitive ability. However, within the context of students with special needs, the sensory experience may focus on therapeutic and psychological relaxation without necessarily having clearly defined educational goals that directly improve learning. The frequently used "sensory room" is a case in point. This article discusses how the Overbrook School for the Blind's Kappen Aquatic Center, in Philadelphia has taken sensory learning to the next level through the development of a sensory based "Activity Pool". The activity pool's unique provision of fountains, bubbles, currents, color identification, pool side and bottom textures take aquatic education to a whole new level...one that brings a very unique educational experience to all students with visual impairments. The creative planning behind the Kappen Aquatic Center's activity pool required the staff to first think "in the box" of their classroom to ultimately get "out of the box" for the design of the pool. Recognizing that the classroom is the safest environment promoting independence for children with visual impairment/blindness are encouraged to build self-esteem, confidence, and risk-taking, it was felt that those basic classroom features must be transferred creatively into the activity pool design.