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Using the University of Pennsylvania's Law Department and, to some extent, the figure of Carrie Burnham Kilgore as lenses, this article examines a thirty year period of major changes in legal education. In Part I, Prof. Crawford describes the historical roots of the school and its halting establishment in light of the predominant role individual lawyers played in training students through law office clerkships. Part II details several related changes in the legal profession in the 1870s: the law office declined in prominence; bar associations became more active; and law schools developed rigorous requirements. In particular, Prof. Crawford describes the reasons for the decline of clerkships as important vehicles for student learning. Part III discusses the experience of students at the Law Department in the 1880s, particularly during the time Kilgore became the school's first female student. Although the transformations of the 1870s had the apparent effect of making law school more accessible to women, the Law Department at the University of Pennsylvania remained a uniquely male sphere whose hallmark was the inculcation of masculine virtues. Part IV discusses the transition to the modern era of the Law Department, marked most notably by the physical relocation of this 'daughter of liberty wedded to law' to a new building in West Philadelphia.