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This article argues that U.S. education reforms for "failing" schools are strikingly similar to a domestic Structural Adjustment Program; and that comparing the two clarifies: how K–12 schools are neoliberalized and how neoliberalism's key feature is the making of a larger yet less democratic state. The study contrasts with the scholarship claiming that reforms epitomized by the "No Child Left Behind Act" are neoliberal because they stem from interests in privatization for capital accumulation. The analysis focuses on a "failing" school navigating federal reforms in New York State, drawing on education policy, school documents, ethnography, and interviews. It shows how the neoliberal state took power from local school authorities, and largely did not shrink the state via privatization. This work illustrates how neoliberal reforms for "failing" schools are at least as much about power as they are about profits and demonstrates the large-scale continuity in neoliberal restructuring strategies and outcomes. [ABSTRACT FROM AUTHOR]