The accountability movement has forced educators to expend energys during the past few years ensuring that students master a developmental sequence of skills in the major content areas. In mathematics this has resulted in an emphasis upon computational proficiency, and, in the view of many mathematics educators, not enough time has been spent on problem-solving skills. This material was designed to be a systematic approach to curriculum enrichment so that much of the work can be handled by someone other than a classroom teacher, freeing the teacher to work with students on problem solving, creative thinking, and critical thinking. Superstars II is offered as an opportunity for self-motivated students who choose to become involved in the program. The program is managed by an adult (volunteer, aide, etc.) and focuses on the acquisition of the "skills for excellence" identified for Florida schools. This document includes: (1) a description of the Superstars program; (2) student worksheets for grades one, two, and three; and (3) teacher commentary for the student worksheets, including the skills of excellence for third grade. (TW)