This paper is Part 2 of a three-part series examining the boom in the construction and renovation of K-12 schools and the continuing challenges that communities face in getting the facilities their students and educators need. With affordable land for new schools becoming scarce, urban and suburban districts are finding new ways to play the real estate game. In Denver, an innovative approach to planning schools is one of the main attractions for homebuyers drawn to the massive redevelopment project on the site of the former Stapleton International Airport. Believed to be the largest current redevelopment project in the country, Stapleton is also a laboratory for creative school financing and planning that offers lessons for other communities caught in the throes of rapid expansion. Stapleton's developer Forest City Enterprises, Inc. has partnered with the Denver school system to build better facilities and improve educational offerings for new residents, as well as for those already living in the older surrounding neighborhoods. Through a foundation set up to help Denver schools, Forest City Enterprises is donating the land for five school sites: a dual campus with a charter school and a K-5 elementary school; two K-8 schools; and two high schools. An estimated 3,000 to 4,000 students will attend the schools. The development group also has helped schools in neighboring, less affluent areas of the district by donating items such as computers, and paying for consultants and mentors to provide staff development for principals and teachers. [For Part 1 of this series, "Under Construction," see EJ756560; for Part 3, see EJ755618.]