The aim of this study was to gain a better understanding of the change from physical spaces to learning environments by examining how, and through which processes, learning spaces are transformed, produced and developed. For this purpose, we used a comparative ethnography approach and collected observation material from two Finnish schools at different development phases. The material was supplemented by focus-group interviews with teachers and individual interviews with principals. The results suggest that no ready-made models exist which fit into a new context. Rather, practices are constructed in physical spaces through active negotiations and meaning-making in three cyclic interaction processes (i.e., interaction between teachers, interaction between students and teachers, and interaction between students). Hence, through cyclic processes with strong support from teachers, students managed to find tools to build learning environments suited to their needs, which further enabled the expansion of learning environments inside and outside school walls. Nevertheless, changes in practices required an overall change in every aspect of the school. Focusing on the processes of change, results provide information from a systemic perspective on how schools can manage continuous change when developing physical spaces into learning environments.