The University of Michigan seeks funds for a three-year program to enhance 60 high school mathematics teachers by strengthening their understanding of mathematical concepts and effective pedagogy and by applying this knowledge and skill in a tutorial program for college-bound students in need of remediation in mathematics. Both participants and the college-bound tutees will be selected from among urban- based schools with large numbers of underrepresented and underachieving students in mathematics. Each year, twenty teachers will participate in a four-week summer workshop and academic year follow-up activities. Topics to be addressed include statistics, computer usage, graphing, interrelating mathematical concepts, cooperative learning, and motivating students. The teachers will participate in videotape demonstrations of classroom techniques which will become part of a multimedia documentation of the program which can be used to replicate the enhancement model elsewhere. University of Michigan and local schools' contribution accounts for 7% of the NSF budget. With careful documentation of the project, we can be informed about successful teacher enhancement for teachers in urban-based schools with large numbers of underrepresented and underachieving students of mathematics.