The document presents Module 2, needs of the gifted/talented, of the Star Power modules developed for school personnel who have an interest in or a need to explore the area of gifted and talented education. It is explained in an introductory section that the modules can be used for independent study, for small group interaction, or for a large group inservice program. The goals of Part I are to understand the specific needs and problems of gifted/talented students and to discover ways to help students fulfill these needs and solve their problems. Part II objectives focus on realizing the kind of teacher that the gifted/talented need. Each part is divided into sections with the following: enabling objectives (such as identify at least seven needs of students with high potential and list at least five essential characteristics of teachers best suited to working with gifted/talented students); rationale to establish a frame of reference; preassessment tests and evaluation; instructions for scoring the preassessment instrument; activities (which cover such topics as the affective needs of gifted students and parent attitudes); and postassessment evaluation procedures. (SBH)