The University of Southern Mississippi has designed a project in which teams of three primary grade (K-3) and three intermediate grade (4-6) elementary teachers from each of twelve Mississippi public school districts will be selected to participate in two successive three-week summer workshops over the next two years. These workshops are designed to prepare 216 teachers in the use hands-on science activities in their classrooms. The project has a two-fold purpose, (1) to enable the teachers to use these activities in their classroom in order to stimulate the interest of children in learning science and (2a) to equip the teacher with the necessary content knowledge base to teach science. Although chemistry will be used as the science content theme, the concepts, ideas and activities developed in these workshops are applicable to all science teaching at the elementary grade level. It is assumed that participants will not have a background in chemistry. The project faculty will model an approach in which concrete manipulation of objects is the mechanism for obtaining data for mental processing into abstract statements of patterns and relationships. The participants will actually work through each of the many activities, which have chosen for their usefulness in the classroom, their low cost, their use of readily available materials, and their safety. Each participant will gin experience with these activities by teaching in a special summer class for grade school children. In addition to receiving three hours of graduate credit, each participant must share what they have learned by participating and conducting hands-on in-service workshops with the support of the project staff. A high school chemistry teachers and an administrator from each school district will be a member of the team during the entire project including the follow- up and evaluation phase. In the course of this project and its immediate predecessor, thirty-six school districts in Mississippi will be impacted directly, affecting one-fourth of all the districts in the state. An amount equivalent to 25% of the NSF request is being cost-shared by USM and the twelve school districts.