Purpose: School district superintendents say politics is the number one factor limiting their performance, yet research provides limited guidance on navigating the political dynamics of district improvement. State takeovers and district-wide turnaround efforts tend to involve particularly heated and polarized debates. Massachusetts' 2012 takeover of the Lawrence Public Schools provides a rare case of state takeover and district turnaround that both resulted in substantial early academic improvements and generated limited controversy. Method: To describe the stakeholder response and learn why the reforms were not more contentious, I analyzed press coverage of the Lawrence schools from 2007 to 2015, public documents, and two secondary sources of survey data on parent and educator perceptions of the schools. I also interviewed turnaround and stakeholder group leaders at the state and district level regarding the first 3 years of reform. Findings: I find that the local Lawrence context and broader statewide accountability system help explain the stakeholder response. Furthermore, several features of the turnaround leaders' approach improved the response and reflected a "third way" orientation to transcending polarizing political disagreement between educational reformers and traditionalists. Examples include leaders' focus on differentiating district-school relations, diversifying school management, making strategic staffing decisions, boosting both academics and enrichment, and producing early results while minimizing disruption. Implications: The findings provide guidance for state-level leaders on developing accountability systems and selecting contexts that are ripe for reform. The results also provide lessons for district- and school-level leaders seeking to implement politically viable improvement of persistently low-performing educational systems.