Maryland became the first state to use its authority under the No Child Left Behind Act (NCLB) to seize control of failing schools, as the state board of education this week ordered new management at 11 middle and high schools in Baltimore. Nancy S. Grasmick, Maryland's superintendent of schools, led the push to take over four high schools and to shrink the district's role in operating seven middle schools. The state board also voted to require Baltimore to adopt a new curriculum for middle and high schools in the subjects that are tested on the High School Assessments. In addition, the state is requiring Baltimore to evaluate and possibly replace its "area academic officers," provide leadership training, improve school safety, name specialists to oversee "restructuring" schools, and draft support plans for students who must pass the state exams but are at risk of not graduating. In this article, the author discusses the state steps in under the NCLB in Baltimore.