This study based on Cultural-Historical Activity Theory, student-workers’ learning, which explains the phenomenon best in Special graduate schools, will be reviewed. For this study, qualitative research are applied. The qualitative research method, student-workers’ activity system in school and workplace has been analyzed and the result shows that the object of activity is the career development through work and continuing education. student-workers have integrated theories and practices, expanded concepts, and furthermore established new concepts. Also, by sharing knowledge, they have impacted on organizational learning in school, created new contexts in school and led changes. The activity systems internally revealed inner structural conflicts. Specifically, in the school activity system, contradiction appeared between rule, division of labor, community, tool and object. In the process of resolving structural contradiction, student-workers showed expansive learning such as changing the components of activity system and establishing another new activity system.