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Our 7th grade science teachers asked students to "Build (something tangible) or Animate (digitally) a 3-D Cell Model that accurately depicts a variety of organelles/structures." One teacher kept some styrofoam balls from last year to recycle, and I reserved the makerspace for any science student to use as a workshop. This young man selected a shoebox, balloon, beads, and scraps of paper to paint and glue his way to a prokaryotic cell. Others used paper mache and scraps of wire or t-shirt yarn from our collections.