The proposal is for a three year institute to train a cadre of 50 mathematics teachers in grades 7-10 to learn modern mathematics concepts, develop programming skills and learn effective leadership and teaching methods. The cadre, or lead teachers, are to work with other teachers thereby affecting approximately 240 teachers throughout the duration of the project. A problem solving approach is to be taken that emphasizes algebra and geometry integrated with computing. The cadre are qualified and highly motivated teachers, including members of minority and underrepresented groups, who are to serve as mentors for their peers. The recruitment and selection process is to emphasize selection of teachers in underrepresented groups. The first summer activities consist of courses in mathematics, mathematical problem solving, and discussions on instructional strategies lasting for four weeks. During the academic year the cadre members attend additional courses and work in the laboratory of the center. In their teaching they pilot test the teaching modules that they develop in the workshop under the supervision of the project staff. Classes and demonstration lessons are to be video taped during the school year and used by the cadre members with other teachers. During the second summer the cycle begins anew with an additional 25 cadre members and the workshop involves members of the earlier cadre group. The initial cadre also take additional courses during the second summer and prepare to establish instructional settings for other teachers. The third year of the project is to involve all cadre members in working with other teachers, who are in turn observed and video taped by the project staff.