This Small Business Innovation Research (SBIR) Phase I project has as its objective the design of a multimedia mathematics learning environment for grades K-8. The software system envisioned would be complementary to a new math textbook series from Addison-Wesley that follows the new National Council of Teachers of Mathematics (NCTM) math standards for the reform of mathematics teaching and learning. The software would provide interactive simulations embedded in problem-solving and open- ended exploratory contexts and would enable the encouragement of theme-based projects, investigations, and hands-on mathematics.