This report focuses on redesigning classrooms to facilitate teaching, alleviate problems, and promote good learning and healthy development. Primary concerns are to prevent and respond quickly to learning, behavior, and emotional problems and reengage students who have become disengaged from learning at school. A key facet of the redesign is enabling in-classroom collaborations between the teacher and others (e.g., student and learning support staff, teacher colleagues, aides, volunteers) to: (1) ensure instruction is personalized in ways that enhance intrinsic motivation and social-emotional development; (2) provide learning accommodations and special assistance as necessary; (3) use response to intervention in applying special assistance; and (4) address external barriers with a focus on prevention and early intervening. Properly implemented, the redesign should stem the tide of unnecessary referrals for out-of-class special assistance and special education, reduce opportunity and achievement gaps, and improve classroom and school-wide climate.