FACETS (Foundations And Challenges to Encourage Technology-based Science) is a problem-centered two year middle-school integrated science curriculum which uses a balanced treatment of science, technology, and society. The laboratory component will emphasize a hands-on approach and cooperative learning. The material will cover topics of life science and earth science in the context of problems relevant to middle- school students' lives. The science topics will include chemistry, physics, biology and earth science applied to erosion, earthquakes, climate, food, air and water quality, medicine, transportation and communications. The locations to be studied are coastlines, farmlands, suburbs, cities, marketplace, and ourselves. The project also includes a strong teacher/administrator inservice training component and a newsletter to network teachers and students using the curriculum. The project is directed by the American Chemical Society and will involve the talents of scientists and educators from diverse regions of the United States. Glencoe/McGraw Hill Publishing Company is responsible for marketing and publishing the materials and is supporting some of the field tests and teacher work shops.