The demands of No Child Left Behind (NCLB) increase each year, requiring all students to be proficient in mathematics by 2014. The county in this project study will not meet requirements of NCLB by 2014 if current trends continue. The guiding research question for this project study investigated the most effective way to meet the needs of all students to ensure they are meeting or exceeding proficiency standards in mathematics by 2014. The purpose of this qualitative case study was to determine what worked at one local school that progressed from not meeting adequate yearly progress (AYP) in 2008, to meeting AYP in all areas and subgroups in 2009. Data were collected through interviews with school leaders, a survey administered to all stakeholders, and gathering of artifacts to determine factors contributing to their success. The interviews were voice recorded, transcribed, and typological analysis was employed. The survey was administered and response averages were examined to substantiate findings from the interviews. Results of the data collection indicated three factors crucial to school improvement: (a) quality instruction, (b) school culture, and (c) leadership. The constructivist framework was used to create hands-on professional development training for principals focusing on these three critical areas. It is recommended that principals in failing schools participate in the training, as they have the most influence over all three areas. The training will provide them with tools to replicate what was successful at ABC Elementary in their own buildings. This project study contributes to existing research and initiates social change by providing a specific school improvement framework, embedded in a hands-on professional development, for local struggling schools to follow, thus potentially increasing student achievement for all students. [The dissertation citations contained here are published with the permission of ProQuest LLC. Further reproduction is prohibited without permission. Copies of dissertations may be obtained by Telephone (800) 1-800-521-0600. Web page: http://www.proquest.com/en-US/products/dissertations/individuals.shtml.]