SUPERSTARS III is a K-8 program designed as an enrichment opportunity for self-directed learners in mathematics. The basic purpose of SUPERSTARS III is to provide the extra challenge that self-motivated students need in mathematics and to do so in a structured, long-term program that does not impinge on the normal classroom routine or the instructor's time. The program involves teachers, administrators, assisting adult volunteers, and parents in the learning process. Assisting adults devote a few hours each week to operate the system effectively in the school while an administrator provides visible support through coordinating the program in the schools. The levels of the program are named for the planets in the solar system. This packet contains materials for sixth grade (Uranus), seventh grade (Neptune), and eighth grade (Pluto). Materials within each grade are organized into two sections. Section I contains general information about the program and variations on the basic model, information/checklist for principals, information checklist for assisting adults, information for teachers, and letters to participating students and their parents. Section II is comprised of the student worksheets and adult volunteer commentary for student worksheets. (PVD)