Today, one out of four American children attends school in an urban district; one out of every six American children lives in poverty; and, in urban schools where most of the students are poor, two-thirds or more of the children fail to reach even the "basic" level of achievement on national tests. Urban schools are where most states face the greatest gap between their expectations for students and the reality in terms of resources, achievement, and teacher quality (Olson 2003). Many complex factors impact the improvement of schools in the country's most needy districts and the equalization of education and opportunity for students. This article explores the unique challenges facing teachers in urban poor schools and provides insight into teacher characteristics and behaviors that increase opportunities for students to demonstrate academic achievement.