This paper summarizes the first 2 years of a school improvement effort in a low-performing rural school district in southern Virginia that involved developing a balanced K-12 curriculum aligned with the state's standards of learning. Project evaluation focused on changes in the school environment and in teaching and learning that resulted from the curriculum alignment process. Interviews were conducted with teachers and administrators at the three district schools, and all district teachers completed pre- and post-alignment surveys assessing teacher empowerment, professional learning community, and organizational effectiveness. At the project's beginning, teachers believed they were good teachers, believed they worked with good teachers, and wanted to make a difference in children's lives. However, teachers were not meaningfully engaged in decision making, were ambivalent about the existence of a strong and shared district vision, collaborated only modestly within and across schools, and had not developed a sense of collective responsibility for student learning. By the second year, teachers were beginning to understand how curriculum alignment had positive effects on all aspects of teaching, learning, and staff interaction; schools with higher indicators of implementation had higher student achievement scores; in subjects where the curriculum was aligned, scores increased dramatically; achievement differences by socioeconomic status and gender were decreasing; and the schools were slowly developing the capacity for continuous school improvement. (TD)