Research shows that mathematically gifted students learn differently from their same age group peers. They require curriculum to be differentiated to meet their specific learning styles (Johnson, 2000). Studies have shown that formal instruction in elementary school classrooms often lacks challenge for the gifted learner since courses in regular classrooms sometimes have a relatively narrow range of topics, minimal investigation of concepts, repeated drill and practice, and yearly repetition (Rotigel and Fello, 2004). This paper highlights the need for an enriched elementary math curriculum that takes the regular classroom curriculum to a more contextual level. Inquiry-based, discovery learning approaches that emphasize open-ended problem-solving with multiple solutions or multiple paths to solutions are what mathematically gifted students need to be successful. The process for creating this type of mathematical unit of study is described.