The Michigan Department of Education (MDE) recently released its second annual list of schools that have not met their Adequate Yearly Progress (AYP) goals. Targets for AYP are established by the state in accordance with the federal No Child Left Behind Act (NCLB) of 2001. The list, also known as the priority schools list, identifies 896 schools in Michigan that did not reach their targets. These 896 schools represent more than one in four schools in Michigan. These startling results deserve the attention of educators, policymakers, and parents, and should provide a wake up call about the pace of improvement expected of schools and students under No Child Left Behind and the state's Education Yes! accreditation process. The demographic data clearly indicate that poor and minority students have the most to gain--and the largest gains to make--under No Child Left Behind. Michigan's priority schools list brings into sharp focus the persistent inequity in educational opportunity that still exists across the state, and the size and nature of the challenge that the NCLB goals represent. (Contains 3 tables.)