This article describes one teacher's efforts at creating a differentiated mathematics program in her multi-age first- and second-grade classroom. The author describes challenges encountered and successes met in this process, as well as the structures she uses to meet a variety of student abilities, including open-ended problem-solving tasks, tiered tasks, and spiraling-scaffolded tasks. Through these structures, she is able to offer students opportunities for problem-solving, development of fact fluency, and direct instruction in algorithms. Although the author acknowledges that greater differentiation is expected in multi-age settings, she makes the case that traditional graded classrooms could and should make use of a differentiated approach, suggesting that math curriculum guides should be developed to help teachers make differentiated programs a reality.