Mathematical performance in the United States is significantly falling behind that of many other countries and failing the expectations of our nation's education leaders. This project, Number Concepts and Automaticity, is designed to target predictable factors in mathematical failure and provide the right guidance and practice to overcome deficiencies using a computer software tool. It is based on leading research in math education for elementary students. The project will focus on developing mathematical models for children, bringing hose models into working memory, and building automaticity with addition and subtraction problems. The software tool created in the project comprises a Number Concept Builder that will tie virtual manipulatives to their numeric values, an Automaticity Builder that will help students increase their ability to recall concepts from retrievable memory, and an Assessment Module that will measure student progress. The Phase I feasibility study will involve 2nd grade students. A small formative field test will guide the software tool prototype development in its earliest stages. The completed prototype will be introduced into school classrooms as part of the standard number sense curriculum. Students will participate in a controlled experiment woven into their standard classroom activities. Students with physical disabilities will engage in a single subject study to guide product accessibility. This study will seek to prove that the software can accurately measure automaticity in individual students' performance and will verify that the software can be used to increase automaticity. The study will also attempt to reveal automaticity for students with physical disabilities who have slow response times due to their impairments. Future work in Phase II and beyond will include the needs of students in throughout grades K-5 and across more areas of the math curriculum. ? ?