The U.S. Department of Education's Race to the Top competition has provided an unprecedented opportunity for states to advance public elementary and secondary education reform. The competition's requirements encompass reforms ranging from overhauling teacher assessment to adopting common educational standards to eliminating restrictions on the creation of charter schools. They also mandate a high level of cooperation among governors, state departments of education, and local school districts. In addition, the application process has attracted varying levels of participation from a range of other stakeholders in education reform, such as advocacy organizations and grantmakers that have invested in improving education. Documenting the experience and impressions of various stakeholders after the first-round Race to the Top competition can provide important lessons for second- and (if funding is approved) later-round applicants. For the country's foundation community, the experience of grantmakers engaged with the first-round application process can help to inform their future work with state and local governments around education reform and also provide useful perspective for their engagements with the public sector well beyond the realm of education. Under the auspices of the Foundations for Education Excellence initiative, the Foundation Center conducted confidential interviews with eight government leaders, foundation staff, and education consultants that had guided and supported the first-round Race to the Top application process in nine states. Given the limited number of interviews conducted, and the broad range of experiences that were likely among the various stakeholders across the 40 states that applied in the first round (along with the District of Columbia), the findings presented in this report should be interpreted as suggestive of potentially common experiences but by no means comprehensive. Notwithstanding this limitation, these interviewees provided a broad range of perspectives on the challenges states faced, the role of grantmakers in supporting the process, and the prospects for advancing education reform going forward. (Contains 1 footnote.)