AEL works with state educational entities to help schools become higher-performing learning communities. AEL's current partnership with Lincoln County (West Virginia) began about 6 months after the state board of education assumed administrative control of the county school system, citing major deficiencies in the system. AEL provided facilitative support for developing the community strategic plan that was required to regain local control. Six strategic planning meetings held at the county's four high schools were attended by 30-50 people from each community. The process was assessed via questionnaires and phone surveys of 79 people. Findings indicate that the process attracted many people besides direct employees of the school system. However, local political power brokers, poorer residents, and students were poorly represented. Most participants reported satisfaction with the process, but a sizeable minority felt it took longer than necessary. Many participants viewed citizen apathy as a major barrier to reform efforts. Local politics, including cronyism and a state senator promoting consolidation, was a major concern to residents eager for improvements. Residents also distrusted state-level institutions, a distrust solidly based in the history of the relationship between county residents and the state board of education. Geographic isolation of culturally different communities and consolidation efforts contributed to resentment and distrust in the county. While consolidation was viewed as a negative outcome of the state takeover, there was hope that an improved educational system would result. (TD)