This three-year project will prepare 50 elementary teachers throughout North Carolina to serve as leaders in mathematics instruction. Twenty- five teams of two teachers each will participate in 2 three-week summer workshops focusing on mathematics content, pedagogy, and curriculum. The instructors for the workshops will be nationally known mathematics educators, and the topics will include numeration and number theory, geometry, measurement, computation, probability and statistics, and pre- algebra. Special attention will be paid to the National Council for Teachers of Mathematics Standards, to problem-solving, and to assessment. There will be additional short workshops during the academic year, and the third summer will include a one-week workshop on leadership issues. Participants will present inservice workshops in their own school systems during the first two years of the project and, during the first two years of the project and, during the third year, throughout the state. The state and the local school districts are contributing as cost- sharing an amount equal to 73% of the NSF award.