This leadership project from California State University, San Bernadino, is designed to address the science education needs of a local district with 59% minority (largely Hispanic) students. Eighty teachers and twenty bilingual aides of grades 3-6 will participate in three academic quarters of weekly meetings (approximately 132 hours) during which time they will receive training from scientists and science educators in science content and pedagogy. Inservices will focus on FOSS materials, which will form the basis of the school science curriculum, and on strategies designed to develop language skills (in science) of bilingual and non- English speaking children. The project will also include a partnership with several scientists and engineers from a local industry. This proposal is appropriate for teacher enhancement because it plans a leadership project designed to enhance the science knowledge and teaching of participants, and because it targets teachers and bilingual aids from schools having large numbers of minority (mostly Hispanic) students. The cost-sharing amount is approximately 15% of the amount requested from NSF.