Meeting the needs of mathematically talented elementary students has always been a real challenge due to the lack of appropriate curricular resources and training for teachers. Mathematics is not generally a strength area for elementary or gifted/talented teachers; rather, their talents and interests often lie in the language arts realm. This is coupled with the fact that, in general, elementary mathematics curriculum provides few to no advanced options for talented students. Materials labeled "enrichment worksheets" are often extra practice sheets that are neither interesting nor challenging for bright children. With that said, there are certainly some interesting creative problem solving books filled with logic puzzles, mind-benders, and non-routine problems, and these have a place in a challenging math program. What has been lacking and sorely needed is a curriculum that develops mathematical concepts in depth and with complexity, provides a cohesive structure in which students can explore these concepts, and requires youngsters to think and act at high levels akin to the process mathematicians use in discovering new theorems and advancements in the field. Project M[superscript 3] units provide such a challenge. Project M[superscript 3]: Mentoring Mathematical Minds was created under a United States Department of Education Javits curriculum and research grant and is currently in its fourth year of implementation. Project M[superscript 3] is a five-year collaborative research effort of faculty at the University of Connecticut, Northern Kentucky University, and Boston University. Included in the project are teachers, administrators, and students in 11 schools of varying socioeconomic levels. A team of national experts in the fields of mathematics, mathematics education, and gifted education created a total of 12 curriculum units (four units at three different levels) of advanced mathematics that are appropriate for talented elementary students in grades 2 through 6. (Contains 1 resource.)