It's a mid-morning game at the Blue Chip Basketball Invitational on one of three busy courts in an auxiliary gym at Penn State.
Two referees blow their whistles as a post player gets bumped in the paint with the ball and takes a few extra steps.
One immediately calls a travel and play goes the other way.
But the other official had her fist up to call a foul -- the travel was caused by a push.
At the next stoppage in play, an official from the Atlantic 10 Conference comes over to discuss the call with the official, giving pointers on how to correct the call before play continues.
It's all part of the learning curve for basketball referees who spend the summer attending officiating clinics that run simultaneously with AAU tournaments.
Those who currently officiate at the Division II or III level attend several of these clinics each summer in the hopes of both improving their game and hooking on with a Division I conference.
Just as players are trying to impress college coaches, referees are trying to impress the assignment officials for Division I colleges.
At Penn State, officials from conferences such as the A-10, Patriot League and Metro Atlantic Athletic Conference are on hand to instruct and evaluate new officials.
For Buffalo native Rob McDow, this is his seventh camp of the summer.
"I've been doing this for about seven years," said McDow, who currently officiates at the Division II and III level along with doing some junior college games. "I started out doing men's games but at one of these camps an officials observer told me there were more opportunities on the women's side.
"I'm pretty confident that I'll get a Division I assignment next year or if not to start the year, I'll get picked up during the season."
So what do officials work on in the offseason?
"I try to get more consistent," McDow said. "I want to make sure I'm in sync with the other officials on the floor. The best compliment a ref can get is that no one noticed the officiating. The main thing is working on consistency."