This booklet describes basic counting principles and provides activities designed to develop basic skills in: (l) stable ordering; (2) one-to-one matching; (3) total number; (4) different objects; and (5) different order. These are extended to more advanced strategies aimed at building counting skills strong enough to provide a basis for adding, subtracting, and even multiplying and dividing. Strategies here include: (l) counting on; (2) counting backwards; (3) counting multiples; (4) combined counting; (5) near doubles; and (6) compensation. Included are a list of resources and a list of references. (JM)