Urban middle schools have demonstrated low academic performance for many consecutive years. These schools "feed" students directly into urban high schools with high numbers academically under-performing. This contributes to the high drop-out rates within many city school systems throughout the state of California. Within five major urban school districts with average daily attendance from 50,000 to 60,000 students, over 60% of the middle schools remained in the lowest performing percentile for 5 consecutive years. This study analyzed one low-performing middle school demonstrating improvement for 3 consecutive years. This study tolls a story of how the administration and teaching staff turned one school around and raised the achievement levels of all students. The study examines several factors enabling one school to improve while similar schools in the same district with the same extra resource allocations were not improving. The findings reveal the several factors that allowed one middle school to break its cycle of low performance and become proficient in the major areas of reading, writing and mathematics. [The dissertation citations contained here are published with the permission of ProQuest LLC. Further reproduction is prohibited without permission. Copies of dissertations may be obtained by Telephone (800) 1-800-521-0600. Web page: http://bibliotheek.ehb.be:2222/en-US/products/dissertations/individuals.shtml.]