Because low-achieving second-grade students were not motivated to acquire math skills, a teacher employed at a large, inner-city elementary school with a black student population implemented a practicum aiming to improve acquisition of mathematics skills. Major causes of the problem were the lack of manipulative materials for concept development, inflexible and inappropriate teaching styles, lack of practical application of math skills, and inadequate allocation of time for instruction in mathematics. Practicum goals were to: (1) increase students' interest level; (2) increase students' application of skills; (3) use students' increased interest and application to develop their self-direction; and (4) improve students' performance of on-task duties. The intervention program: (1) provided learning materials with many examples and demonstrations; (2) informed students of what they would be doing and why; (3) allocated time for exploration, discovery, and small group problem solving; (4) related mathematics concepts to everyday experiences; (5) planned numerous activities focusing on the applicability of mathematics to everyday experiences; and (6) positively reinforced student participation. Evaluation data indicated that the intervention increased students' interest and application skills, developed student self-direction, and improved student performance in mathematics activities. Related materials are appended. (RH)