When visitors step inside Pocomoke (MD) Middle School, they are immediately surrounded by a profound sense of pride and high expectations. Students are actively engaged in instruction, the classroom walls are covered with student work, and the halls are lined with pictures of students demonstrating success. Beanbag chairs await eager readers, rocking chairs offer a quiet place, and comfortable chairs and tables provide space for teacher mentors to help students. Students are celebrated every day. This article examines the strategies employed by Pocomoke in making itself a successful school.