The Maryland Undergraduate Mathematics Enhancement Program II (MUMEP II) is a coalition of community college, 4-year college, and university undergraduate mathematics teaching faculty in the general region of Maryland, the District of Columbia, and Virginia, organized around a two-year faculty enhancement program for 32 participants during each of the years 1996 and 1997. In July 1996 a one-week workshop will explore Visual Thinking in Chaotic Dynamics and in July 1997 a one-week workshop will explore Visual Thinking in Fractal Geometry. A pair of day-long follow-up seminars will take place during the academic year following each workshop. The primary goals of MUMEP II are: 1) to present new visual mathematical topics to faculty from institutions in the region and to use graphics calculators and computer graphics to enhance understanding of the new visual mathematical topics; 2) to relate the new visual mathematics topics to existing undergraduate mathematics courses wherever reasonable; 3) to promote communication and collaboration among faculty in the area's institutions. In addition, special teacher preparation activities are planned to engage faculty who teach significant numbers of pre- service teachers. In particular, the project's recruiting efforts will look for opportunities to involve such faculty, and workshop activities will showcase lessons that can be incorporated in mathematics classes taken by prospective teachers and in school mathematics classes as well. All materials prepared for or during a workshop or seminar will be disseminated during the session or shortly thereafter. Under the guidance of members of an Advisory Board, evaluation of the program will be facilitated through daily and summary questionnaires.