Included are two curriculum guides, Section D and Section E, which continue instruction of the three guides in SE 012 723. Counting (by ones, by twos, by threes, ..., by twelves) is extended to 144 in Section D and to 1000 in Section E. The creation and manipulation of more complex equations are taught, including the notion of substitution. The relations between the four basic operations are continually stressed. The ideas of a fraction as a relation between two numbers, and as an operator, are developed, and the idea of a fraction as a number is introduced in Section E. Zero is first mentioned in Section D and is used in counting and in the discussion of place value in Section E. Throughout these two sections, Cuisenaire rods continue to be used, but more and more emphasis is placed on working without them if possible. (MM)