This project is developing and implementing a high school Earth science curriculum for "challenged" students in Washington State, many of whom are underrepresented minority students. This curriculum uses a constructivist approach and is based on recent findings in cognitive psychology and science education about how students develop certain skills that are specific to the Earth sciences, including thinking about Earth as a system, extracting information from maps, and interpreting animations. It builds on an existing, atmospheric science curriculum piloted in a Seattle Central District high school. In this new curriculum, students will explore the foundations of physics and chemistry as they relate to the Earth sciences through hands-on investigations. Map drawing and computer-based exercises will be used to develop spatial visualization skills. Classroom interactions that foster critical reasoning and reading, writing and verbal inquiry will emphasize Earth systems processes and concepts. By progressively introducing vocabulary and scientific writing essay techniques, students develop more sophisticated reading and writing abilities. Use of real-life examples familiar to the students and "big" questions place the content in a meaningful context, to engage the students, and to provide a continuous thread through the module.