The Common Core State Standards (CCSS) and the Local Control Funding Formula are introducing major changes to California's K-12 system. Implementation of new curricula and instruction is under way at the district level, but California started its transition relatively late and it has taken a more decentralized approach than most other states. Though California budgeted $1.25 billion in 2013 and the California Department of Education (CDE) has taken several steps to implement CCSS, the state has preferred to place the responsibility for implementation in the hands of the districts. In other states, such as Kentucky, New York, and Tennessee, strategies were developed centrally to train teachers in the new standards and improve instruction and curriculum at the local level. In addition to changing what goes on in the classroom, the CCSS are altering the state's role in K-12 education. Under the CCSS, California will no longer establish learning standards or develop student assessments in mathematics and English language arts (ELA). In addition, the new standards create a national market out of what used to be many state-controlled markets for textbooks and teacher training services. As a result, districts have many more choices of materials and services, and the existing state review process no longer meets district needs. At the same time, the new Local Control Funding Formula eliminates most categorical funding programs, which gave CDE an array of policy and regulatory powers. By ceding primary responsibility for determining how best to use funding to meet the needs of students to school districts, the new law further reduces CDE's clout. This report compares California's implementation strategy to those of other key states and outlines new ways for the California Department of Education to help districts improve student outcomes.