In 2009 the Obama administration announced a focused commitment to turn around 5,000 of the United States' chronically lowest-performing public schools as part of the American Recovery and Reinvestment Act (ARRA). This commitment came with $3 billion in funding for the School Improvement Grant program, or SIG, along with new guidelines to ensure that federal dollars are effectively invested at the district and school level. This paper takes a closer look at state grant-making strategies for federal school improvement dollars. Further, it reviews the way in which state funding practices for school improvement have changed as a result of the updated SIG requirements and how states have used their flexibility to implement a competitive grant process. Specifically, this paper details the approach that three states--Illinois, Louisiana, and Vermont--have taken in administering their grant competitions. These states illuminate the spectrum of competitiveness in the state grant-making process that has emerged as a result of the new school improvement regulations. There are five significant findings that emerged from examining these three states that call for further investigation across all states. First, it is evident that states continue to have a great degree of flexibility in implementing their grant-making strategy. Second, as other early research on SIG implementation indicates, access to SIG dollars may be more competitive in some states than in others. Third, all three states needed to provide substantial technical assistance to strengthen the quality of the applications that they received. Fourth, application rates varied substantially across the three states. Fifth and finally, the criteria that states use to monitor districts are clear but the process for grant renewal and termination could be more formal and transparent. This paper begins with an overview of how the SIG program has evolved into a more competitive process. It next takes a brief look at how all states changed their practices once the program was altered and then examines in detail how three states--Illinois, Louisiana, and Vermont--have approached the competitive grant-making process. Lastly, the paper concludes with findings and policy implications and underscores the promise of the SIG program's commitment to turn around schools and address the systemic failures that allow schools to flounder. (Contains 1 figure, 2 tables, and 98 endnotes.)