This report analyzes the experiences of 27 states selected to participate in Carnegie Corporation of New York's Middle Grade School State Policy Initiative (MGSSPI), a 3-year grant program to states to stimulate fundamental reform in schools serving 10- to 15-year old students. MGSSPI states are working to radically transform the education provided in middle grade schools--middle, intermediate, and junior high schools. Common standards shared by all states' projects include enhancing local school capacity for reform; implementing systematic, statewide reform; and addressing the needs of at-risk youth. Following the introduction, chapter 1 reviews program recommendations. Chapter 2 discusses the similarities among state programs at the beginning, intermediate, and advanced levels. The third chapter describes typical initiatives of MGSSPI projects in 6 areas. The program's major accomplishments are described in chapter 4: bringing attention to the state level; creating informed, unified advocacy; building state and local reform; and sustaining reforms despite austerity. Insights and challenges are presented in the final chapter--they concern ways to conserve time and energy; make progress; foster connections; and develop professional skills. The epilogue describes 15 state programs that were awarded continuation grants. Nine figures are included. Appendices contain information on MGSSPI technical assistance and oversight activities; state projects, goals, and objectives; and project directors. (LMI)