The purpose of the state education agency (SEA) is to focus the entire education system on helping students become capable in college and career in an increasingly complex world. One of the most vexing problems facing SEAs today is how to meet increasing demands for performance while adjusting to significant resource reductions. Meeting that demand is complicated, because SEAs sit at the center of a sprawling array of institutions and organizations that each have a role in educating students. Meeting the demand requires that an SEA not only become more effective and productive in its own work, but that it will stimulate the same in local education agencies and other organizations that provide education services. This paper addresses one aspect of that challenge--creating an organizational structure that fosters a coherent and powerful system that continuously improves outcomes. The discussion of organizational function and structure also provides a framework for establishing a performance management system for SEAs.