Two elementary schools in White Plains, New York, have been involved in the Child Development Project (CDP) since 1991. This paper describes how the staffs and administrators built caring communities into their schools. The paper is written from the perspective of a staff developer who became a district coordinator for staff development. The paper describes several staff issues involved in bringing about school change: (1) how to convince staff members who think they already have a caring community that there is a need to change or examine practices; (2) how to engage a staff that acknowledges the need for a caring community but disagrees with CDP's methods for organizing one; (3) how to help staff members who do not see the connection between building community and advancing the academic, social, and ethical development of students to consider another perspective; and (4) how to help people look beyond the individual parts of the program and consider the larger picture. Mechanisms that supported the change included CDP's strong, well-developed model, a critical mass of staff who agreed to try CDP, massive staff development, strong principal support, the development of local expertise, district support, new teacher orientation in CDP, parent education, and recognition of positive changes for students and teachers. Obstacles included time, money, competing interests for teachers' energy, institutionalized structures that interfered with teachers' adult learning, lack of trust among staff, and resisters. (LMI)