This report describes a project that developed a "Train the Trainer" program that would enable individuals to learn and teach the alternative instructional technique, Tic Tac Toe Math, developed by Richard Cooper for adult basic education students. The pilot workshop conducted as part of the project identified problems that traditional teachers have in learning Tic Tac Toe Math. Solutions to the problems were incorporated into a "Train the Trainer" packet. This packet allowed trainers either to teach Tic Tac Toe Math to other teachers or conduct a workshop using the videotape of Cooper teaching the system. (YLB)