Fairfield University seeks funds for a three-year program for 24 mathematics teachers to improve their mathematical understanding and pedagogical practices. The program consists of six semesters of Saturday courses presenting a chronological development of mathematics with heavy emphasis on participant discovery of mathematical concepts, accompanying computer laboratories, familiarizing participants with appropriate software, a computer network linking participants via BITNET for extramural electronic mail communication, participant development of curricular units, and participant-hosted Fall conferences for colleagues. The evolution of logic, set theory and discrete mathematics, of geometry -- both Euclidean and non-Euclidean, and of calculus and analysis will be developed, with special consideration to the contributions of women and non-Western men and cultures to this evolution. Participants may earn 18 graduate credits. Each participant will serve as mathematical mentor to a mathematics teacher and an administrator in her/his school, and staff/peer site visits during each school year will stimulate a dialogue among mentor and mentees concerning the mathematics curriculum and the use of computers in teaching mathematics. Thus an additional 48 second-wave colleagues will be brought into the program. In all, 72 teachers and administrators will be enhanced. A Journal of Curriculum Units prepared by participants will be distributed to participating schools and others for a possible third-wave enhancement. Fairfield University and local business cost-sharing will account for 13% of the NSF budget. Seeing the development of mathematics from an historical perspective and knowing the great contributions of women and non- Western men and cultures to this development is a key component to scientific literacy. This project may serve as a model enhancement program for promoting this component.