Colorado State University proposes a two-year, $200,000 project to effect institution-wide changes in the core curriculum in mathematics, computing skills, and science for non-science majors. One goal of the project is to develop in non-science majors an integrated understanding of `oth process and content in science and mathematics in ways that will be meaningful to them as educated citizens. To achieve this goal we will build on the adoption of a joint core curriculum by the Colleges of Natural Sciences and of Liberal Arts by developing two new yearlong core courses, one to integrate scientific concepts and applications and the other to provide mathematical skills and perspectives. Successful extant experimental courses will be used as the nuclei for development of two-semester, multidisciplinary, lab-based science, mathematics, and computing skills cores for non-science majors. A second goal will be to make explicit to non-science and science majors the roles played by and the impact of science and technology on society in general and the role of non-science disciplines in influencing and shaping scientific endeavors. To achieve this goal we will use the new joint core curriculum to establish well-defined linkages between arts, humanities, history, and social sciences components of the core with science and math courses designed for majors. An ancillary goal is to create a program for faculty development, team planning, and team implementation of the above programs as a realistic first step toward systemic and sustainable change.