This study examined a focused remediation and enrichment effort among school and university faculty to affect the mathematics achievement of a group of third-grade students in a Title 1 elementary school. A total of 87 students participated in the Code RED (Remediation and Enrichment Days) Project. During the Code RED Project, student assessment data were used to identify high-need areas for mathematics instruction. The Code RED Project sessions occurred in small groups over a 10-week period. Pre-and posttest assessments, as well as state-standardized tests, were used for data gathering during the project. Pre-and posttest data indicate that students made significant gains in mathematics achievement during the Code RED Project overall, in different ability groups, and in different subgroup populations. In addition, during the Code RED Project, 100% of the third-grade class passed the end-of-grade state-standardized testing. A comparison of the pass rates for the state-standardized test for third-grade students before and during the Code RED Project indicates a significant increase in students labeled in the pass-proficient and pass-advanced categories. In addition to the students' increasing their achievement results, teachers adopted new instructional practices, and preservice teachers participated in the inquiry culture of the school. Reprinted by permission of the publisher.