This study investigated whether some school boards create higher student achievement than others, studying districts with schools that ranked very high or very low on standardized achievement tests for three academic years. Achievement indicators included percentage of students meeting proficiency standards on the statewide curriculum based assessments. Third, fifth, and eighth graders completed the Iowa Tests of Basic Skills. High school students completed the Georgia High School Graduation Test. Researchers conducted individual interviews with board members, superintendents, and school staff. While specific behaviors and attitudes differed, all respondents cared deeply about doing the right things for children. School board/superintendent teams had fairly amicable relationships. There was some tension in balancing building-level autonomy in site-based management with the need for equity and continuity across the system. Neither high nor low achieving groups successfully closed the learning gap for students with special needs. High achieving district respondents expressed an elevating view of students, while low achieving district respondents accepted student and school system limitations. High achieving respondents had greater understanding of the seven conditions for productive change. They understood that these conditions were connected to action at the building and classroom levels. (Contains 48 references.) (SM)