This article summarizes a unique approach to reducing the achievement gap that strategically blended differentiated curriculum with schoolwide enrichment teaching and learning. The theories of enrichment and instructional differentiation were translated into practice in an elementary school that had previously embraced a remedial paradigm. This enrichment approach resulted in improved student achievement and the reduction of the achievement gap between rich and poor and among different ethnic groups. The school improvement process began with a thorough analysis of the strengths and weaknesses of all dimensions of the school, and resulted in the creation of a school mission, strategic plan with broad instructional goals, specific learning objectives, and detailed action plans. Enrichment and differentiation were chosen as the methods to improve the learning environment based on evidence that engagement in learning is enhanced when students' interests and choices are considered, and the need to provide learning experiences that were responsive to the learning characteristics of a diverse student population. Specific components of the strategic plan were implemented simultaneously while others were introduced over a series of years. Teachers rewrote the curriculum for reading, writing, mathematics, and social studies to include enrichment experiences and differentiated instruction. This enriched learning environment extended to an afterschool program inspired by Enrichment Clusters. Staff development was essential to the success of each new initiative, and a significant amount of time was devoted to teacher training. Teachers were provided with training, modeling, coaching, and planning time to integrate the new ideas and skills into their lessons. (Contains 5 figures.)