Illinois State University will develop a five-year model program for the preparation of middle school mathematics teachers. The proposed effort involves a major reconceptualization based on the premises that learning mathematics is a constructive process requiring reflective activity and that such activity is facilitated by problem-solving situations. Developmental efforts will include three new mathematics courses, the modification of two additional mathematics courses, and the modification of four pedagogical courses. Teaching methodology in all courses will reflect the above basic premises. The proposed program represents a cooperative effort involving mathematicians, mathematics educators, and teacher educators. Students will study mathematics content and teaching methodology, be involved in numerous practicum and clinical experiences, student teaching, and a well developed set of induction year activities. The program will prepare a teacher who is mathematically sound and who is knowledgeable and skilled in teaching middle school students. This program will stand as a model for similar types of institutions that have somewhat traditional four-year teacher preparation programs.