Tennessee began its movement toward Middle Level Licensure during the 2002-2003 school year. Only 14 years later, in 2016, Middle Level Licensure in Tennessee will change. In this article, the background and experiences of seven middle level education teacher candidates at the University of Memphis who were the first candidates to complete the Residency model for student teaching and the program's evolution from traditional to the new program are described. From its inception until today, the middle level teacher preparation program has adapted to state mandates and made changes to better meet the needs of teacher candidates committed to educating young adolescents. Tailoring to the needs of the students, the new program offers a year-long residency allowing candidates to spend more time in the classroom, a balanced assessment course, and adoption of the edTPA to assess candidates' overall aptitude for teaching. These changes have added rigor to the program. This qualitative case study discusses the "how and why" associated with changes, and what the course of action was in order to meet candidates' needs. Despite its growth and success, the future of the program and how middle level licensure will be awarded in the state of Tennessee remains unknown.