Mathematics without the message devolves into mere manipulation of symbols. It is important to help children develop an understanding of symbolic representation through experience with a wide variety of codes and coded representations, yet there is no software explicitly designed to encourage children in an exploration of symbolic representation. This Small Business Innovation Research Phase II project from Intellinet will implement prototype software, Kidcode, and develop teacher resource materials for a computer program that allows children in the age range 5-10 years to explore symbolic representations. In the course of the Phase I research a sequence of two-person games to be set within the context of an electronic mail system was developed. These games satisfy the following objectives with respect to children's interest and their ability to understand and play independently: Each game is genuinely enjoyed by at least some cohort of the target age range, and all children evaluated exhibited delight in at least one game as expressed by their level of interest and/or requests for repeated play. Moreover, there is evidence that, taken together, the games improve the children's facility with symbolic processing. The Phase II plans include completion of the implementation of a software prototype for the four KidCode games designed in Phase I; development of teacher resource materials to supplement the software; development of animated demonstrations and an on-line help facility; and evaluation and refinement of the software, help facility, and teacher resource materials. The KidCode games and e-mail software have commercial applications in the markets for both home and school educational software. KidCode is designed make use of local area computer networks and the Internet. At present, with the exception of Web pages on the Internet, little or no educational software exists that takes advantage of a networked computing environment. Moreover, the games address a real need in elementary mathematics curricula and appeal to teachers of elementary-aged children and other adults as well. Possibilities outside of the classroom include development of a board game style version of the KidCode games and, because the games are interactive, visually and aurally attractive, humorous, and colorful, the development of an intriguing television game show for kids.