The Consortium for Mathematics and Its Applications, COMAP, requests funding for a one-year planning grant to develop a large- scale, long term project which addresses the need to carefully research, and plan comprehensive systemic changes in all aspects of the mathematics preparation of preservice elementary teachers, in particular the mathematics content courses and faculty enhancement. The proposal will also begin implementation of key goals of the long term plan. This proposal is a direct result and extension of two previously funded Teacher Preparation Projects, TPE 90-54620, and TPE 91-54518. The former was a conference (3 meetings) of key leaders in mathematics, mathematics education, and education, including professors, teachers, supervisors, state supervisors, and researchers. One outcome of the conference was the urgent need to learn more about the current state of the mathematics preparation of teachers; this led to the second funded project to conduct a survey and research this question. With Exxon Foundation funding, another meeting was held with a subset of the original participants to look at the need to completely overhaul and redesign the elementary mathematics curriculum for elementary teachers with all of its ramifications, in particular the role and support of the mathematics community and mathematics departments. The proposers request funds for a project to define and develop specific mathematics content courses for preservice elementary teachers. These courses are based on the framework defined by the MAA Call For Change and the NCTM reform documents, in particular the Professional Teaching Standards and the Addenda Project to the Curriculum and Evaluation Standards. The project will address four major goals and plan the long range strategies to address these goals: development of a philosophical position on the nature of learning/teaching mathematics and the development of content courses for the mathematics preparation of elementary teachers based on previously developed standards; identification and, if necessary, planning the production of materials which exemplify the philosophy and standards; development of large-scale, multi-site mathematics college/faculty enhancement projects; and enlisting support for the project from professional organizations, state certifying agencies, supervisors at all levels, school districts, and specially mathematics departments. This project has been endorsed by the president of the National Council of Teachers of Mathematics and by the Exxon Foundation which has co-funded the two previous grants. The Advisory Board is representative of the major mathematics organizations: The Mathematical Association of America, the National Council of Teachers of Mathematics, and the American Mathematical Society. COMAP will cost-share the project by providing support equivalent to 32% of the requested NSF funding.