Humboldt State University seeks funds to develop and implement a program which will reach mathematics faculty members who teach courses for preservice K-8 teachers. The goal of the project is to transform the way preservice mathematics courses are taught so that mathematics faculty will model the teaching techniques which prospective K-8 teachers will be expected to exhibit in their own classrooms. To achieve this goal, intensive summer workshops are planned for 300 California college faculty who will teach over 9,000 students per year, and other programs which will reach an additional 600 faculty members. These workshops and inservice activities focus on: selection and dissemination of integrated instructional units, increased use of effective instructional styles, increased participation in mathematics education reform, improved networking and discussion among mathematics faculty, and improved preparation of K-8 teachers who will experience learning mathematics from instructors who model exemplary practices for the new teachers to emulate. University level materials will be developed for the mathematics courses which take into consideration the NCTM Standards documents, the MAA Call for Change and the California Framework as well as other curriculum and content mathematics project for the precollege and collegiate levels. Two year college faculty will participate in the program. Cost sharing is approximately 12% of NSF funding.