In three southwestern states, grassroots movements of citizens, educators, and local businesses developed and implemented two-way interactive television projects in their schools and communities. A descriptive multiple case study design was used to examine six project sites in New Mexico, Texas, and Oklahoma. Research questions were categorized in a framework that may serve as a prototype for project replication; categories included the context of project development, concerns or needs that sparked the project, the shared vision, community and administrative support, planning and resource allocation, monitoring and problem solving, and barriers to implementation and ongoing support. Data sources included extensive interviews, classroom observation during site visits, and documents and records. Findings cover: (1) the specific characteristics of two-way interactive full-motion video that make it attractive and feasible for use with rural at-risk student populations; (2) the electronic classroom model; (3) fiber-optic technology; (4) cost categories; (5) details of the development of the most mature project, the Oklahoma Panhandle Shar-Ed Video Network; and (6) additional events unique to the other five projects. Other projects were the New Mexico Eastern Plains Interactive TV Cooperative, the TeleCommUNITY Network, North Texas Educational Network, East Texas Learning Interactive Network Consortium, and the Dell City Initiative. Guidelines are presented for implementation of similar projects. (SV)