At Daniell Middle School in Marietta Georgia, students’ interest in science and understanding of matter has been magnified. This is due, at least in part, to science faculty, who are convinced that a hands-on, inquiry approach to science can stimulate student excitement, promote concept acquisition, and build a deeper understanding of science. During a recent eighth-grade physical science class, students utilized molecular models in order to explore the similarities and differences between physical and chemical changes. This engaging and hands-on lesson is described in this article.