This case study on the impact of a state takeover in one of South Carolina's most rural school districts ("referred to as the County School District") was completed using a quasi-experimental mixed methods design to examine the impact on academic achievement, school performance, and school leadership as a result of the South Carolina Department of Education takeover in the County School District. The takeover began in July, 1999, and ended in August, 2007, when the South Carolina Department of Education returned control of the school district to the County Board of Education. The County School District consists of one high school, one middle school, and two elementary schools. Low test scores and an overall lack of academic achievement coupled with the inability of the local school board to take corrective actions prompted the state takeover in 1999. A review of the literature shows that many American schools face critical challenges. Determining appropriate school reform efforts has proven to be a source of debate among educational policy scholars throughout the nation. Various types of school takeovers have been orchestrated in response to the low performance of schools. These takeovers include city, mayoral and state variations. However, school takeovers as a means to successful intervention for improving management and academic achievement in low-performing schools remains a controversial topic among researchers (Favro, 2007; Hechinger & Sataline, 2009; Steiner, 2005; Wong & Shen, 2002; Zeibarth, 2004). Findings from the review of literature indicate that school takeovers have had some areas of success, but have also produced minimal improvement in other areas (Garland, 2003; Johnson, 2002; Moore, 2007; Pelton, 2004; Wong & Shen, 2002; Zeibarth, 2004). The purpose of this study was to examine the impact of a state takeover on Academic achievement, school performance, and school leadership in the County School District. Primary research questions examined were: (1) Did the state takeover improve student academic achievement? (2) Did the state takeover improve annual district and school performance? (3) Did the state takeover improve school and district leadership? (4) Did the state takeover increase the presence of highly qualified personnel in the district? Quantitative information for this study on the impact of a state takeover in the County School District was acquired and organized using a longitudinal format which examined several accountability indicators used by the South Carolina Department of Education in the annual compilation of individual district and school report cards. A sample of 100 participants were chosen by random selection from a population of 150 teachers who had worked in the County district during the time of the state takeover. Eighty-four respondents completed a 21 item survey instrument designed by the researcher which was based on an extensive review of the literature. A review of this data quickly established the failure of the state takeover in the County District. Despite the fact that the County District did not meet the goals and objectives stated at the onset of the state takeover, the state department relinquished their control of the County District in August, 2007 and returned governance of the district to the locally elected school board. A summary of the analysis of the data is listed below: (1) Although examples of limited success can be seen in some of the achievement data, the overwhelming results of the comparative analysis over an eight-year period indicated that academic achievement as measured by South Carolina state standards had not improved in any significant manner throughout the district. (2) The County School District remains at the lowest point on or very near the bottom in state rankings based on achievement data. District school performance ratings have not improved and all remain within the "Below Average" and "Unsatisfactory" range. Additionally, other indicators on the state report card which are used to determine Adequate Yearly Progress have shown little or no improvement since the beginning of the takeover. (3) The County School board was censured by the State Department of Education within a year after the takeover ended. Problems associated with the high rate of turnover in key leadership positions and the recruitment and retention of qualified personnel have not diminished. [The dissertation citations contained here are published with the permission of ProQuest LLC. Further reproduction is prohibited without permission. Copies of dissertations may be obtained by Telephone (800) 1-800-521-0600. Web page: http://www.proquest.com/en-US/products/dissertations/individuals.shtml.]