Mooresville Graded School District (MGSD) in North Carolina, USA, was in a tough situation that is all too common for districts across the country. Its student poverty ratio rose significantly from 2007 to 2011 because of the economic recession, and it was ranked 99 out of 115 school districts for per-pupil expenditure in the state. No less than 40% of MGSD students qualified for free or reduced-price lunch, student test scores were low, dropout rates were high, and the digital divide was wide. In 2007, the district began planning its Digital Conversion program, a six-year strategic plan that set clear goals for using technology in classrooms and focused on academic achievement, engagement, opportunity, and digital equity. This article describes how Mooresville Graded School District improved student achievement and revolutionized teaching with its Digital Conversion program.