This 4-year project for 36 elementary teachers is a collaboration between EDC, the Technical Education Research Center (TERC), and Mount Holyoke College. Each year of the program consists of a two-week summer institute, followed during the ensuing academic year by biweekly after-school meetings and bi-weekly class visitations by project staff. During the first two years , teachers and project staff focus on identifying and exploring the underlying organizing principles (the "big ideas") that their students must wrestle with as their understanding of mathematics grows. In the last two years of the program, the focus shifts to helping the participants become teacher-leaders, who can successfully share their insights and skills in order to help other teachers change. Participants--in collaboration with project staff--will produce written materials that can be used in other teacher enhancement projects. The focus of Year 4 ia on school- and district-wide dissemination with cooperation of administrators.