The No Child Left Behind Act of 2001 reauthorized and significantly expanded the Elementary and Secondary Education Act. The Act and its accompanying fund increases offer numerous opportunities to improve teaching and achievement of young adolescents, targeting federal money more than ever to high poverty schools and districts and including tougher accountability requirements. This paper highlights major opportunities to improve achievement of middle grades students, including the opportunity to spend much more money wisely, mainly in high poverty schools; direct programs that improve the learning of English language learners; improve the quality of teaching and professional development in high poverty and struggling middle schools; and employ high quality teachers and paraprofessionals. It also provides opportunities for parents to receive specific information about the quality of their children's teachers, for parents of students in low performing schools to choose alternative learning options, for schools to be recognized for success, and for the establishment of charter schools. The Act relies heavily on stronger accountability requirements to stimulate greater efforts by educators to improve the achievement of historically ill-served students. Two appendices present key definitions from the No Child Left Behind Act and allowable responsibilities of paraprofessionals under the Act. (SM)