Alison Upshaw swayed to the sound of a drum loop and cymbals pouring through a pair of oversized headphones. Across the table cluttered with recording equipment, Marley Houser, an eighth-grader at C.H.A.T. Academy, stood holding a silver microphone not much bigger than a permanent marker. Houser put the finishing touches on her group’s untitled song by repeating the words, “I’m on top, I’m on top.”

After Houser took off her headphones and exited the studio, Upshaw strolled across the room and took a seat in a straight-backed chair. Upshaw spent four days this week writing and recording songs with groups of middle school students.

“These guys have just jumped right in,” Upshaw said. “With budget cuts everywhere, the arts are the first thing that get cut. I feel like there’s a void that needs to be filled. Hopefully, I’m doing my part.”

With the help of arts grants, Upshaw, an opera singer and actress from Atlanta, works with students in schools across five states. She teaches them that music, while fun, is also hard work. Upshaw helps the students write lyrics then brings them into the studio where they create music and record vocals.

“It’s just been fun to see them really get into that,” Upshaw said. “This is a job like anything else. It looks real cool on MTV, but it’s hard.”

The students did not know quite what to expect when they learned about the project. Houser said she felt a little overwhelmed at first. But Upshaw advised her to start with a sentence. It was all downhill from there, Houser said.

“When I did that, everything else came out easier,” she said.

For other students, the process was less intimidating. Eighth-grader Aaron Sullivan spends time at home creating raps and rhymes. When he put pen to paper in the classroom and entered the studio, it just rolled off his tongue.

“It’s just been exciting for me,” Sullivan said. “I rap all the time so it was just something easy for me.”

When it came to subject matter, teacher Claire Compton set some limitations. She wanted the students to make music that had value and meaning. So she assigned topics for each group. The students wrote about tolerance, intolerance, underdogs and current events – subjects that some deal with in everyday life. Seventh-grader Johnsaay Mcguire said he hopes his lyrics might make his classmates dream of something more than a life of gangs.

“I really think it could keep kids out of trouble,” Mcguire said.

Compton sat behind her desk at the front of the classroom while students huddled around tables working on their songs. She said projects like this do more for students than piles of textbooks.

“I believe a textbook is just a guide,” Compton said. “Once they hear themselves on the song, and the music and lyrics, they actually build some confidence in themselves.”