||In Utah, and nationwide, there is a disconnect between arts organizations and communities marginalized by race, ethnicity and income. A profit-driven economy, deficit-based thinking and a quickly changing demographic all lead to this disconnect. This study seeks to bridge that gap by looking at the experiences of marginalized fourth through sixth grade students in an arts education class. By examining these experiences, this study offers recommendations for how organizations, like the Utah Children's Theatre, can better connect with their community. By employing asset-based arts education - an umbrella term for empowering pedagogical practices found in community development, community arts, participatory arts and critical pedagogy practices - this study found that marginalized students were subject to a profoundly repressive school environment that traps already marginalized students in a cycle of oppression. But this study also shows that marginalized students used their agency to resist this oppression through play.