As part of a project to learn more about the technical assistance process of helping high needs schools to develop the organizational capacity to support effective school performance, this study examined changes after two years of technical assistance delivery in a high needs school district. The district was in a rural area with one elementary school, one middle school, and one high school. Three instruments were selected to measure the construct of organizational capacity, and these surveys were administered to district faculty members in the 1996-1997 school year (pretest). The instruments included a measure of school participant empowerment, school professional community, and perceived organizational effectiveness. This paper summarizes findings from the posttest in 1999 in which the same 3 instruments were administered to 80 teachers to measure changes. The high school teachers' improved scores in decision making, self-efficacy, status, and impact suggest that improved conditions and practices at the high school resulted in a heightened sense of empowerment. Other differences among teachers at the three levels are discussed. As a whole, the district appears to have expanded its organizational capacity in teacher empowerment but made minimal progress in creating sustainable professional learning and increasing organizational effectiveness. Recommendations are made to improve these two areas of practice. (Contains 3 figures and 12 references.) (SLD)