This article presents the results of semi-structured in-depth interviews conducted with 54 youth attending six elementary school-based and middle school-based Boys and Girls Clubs in two low-income communities. The first goal of this study was to examine why youth choose to participate in these clubs. The most commonly reported motives include fun activities, opportunities to be with friends, parent has to work, and getting help with homework. The second goal was to examine youths’ perceptions of staff, peers, activities, and the extent to which clubs are organized in a way to support the need for relatedness, competence, and autonomy. Variations in youths’ perceptions of the quality of relationships with staff and peers, level of interest and challenge, and opportunities for decision making, by developmental level (elementary versus middle school) are discussed. Implications of our findings for sustaining youths’ interest and continued involvement in out-of-school youth development programs are highlighted. (PsycINFO Database Record (c) 2016 APA, all rights reserved)