After-school programs specifically designed to improve students' mathematics achievement in collaboration with classroom teachers' planning and in class daily instruction have been found to be successful in improving student learning (Hock, Pulvers, Deshler, & Schumaker, 2001). The purpose of this article is to describe the results of an after-school program that focused on two goals. First, the program was designed to enhance the mathematics conceptual understanding and level of procedural skills for second through fifth grade elementary students in an urban school. Second, ninth graders were encouraged to learn about and pursue teaching careers and/or those focusing on mathematics and science as they were trained as tutors for the elementary students. The program objectives, organization, implementation, and results are described, along with recommendations for future such projects. (Contains 2 tables.)