Ways that states can promote change in undergraduate education in state institutions are discussed. The total undergraduate experience, not simply the curriculum, is of concern. Attention is directed to eight challenges in undergraduate education: (1) to prepare students for opportunities offered by a changing work force and society; (2) to improve students' preparation for college; (3) to improve overall rates of college attendance and completion; (4) to meet the educational needs of a diverse student population; (5) to build greater student involvement in the undergraduate experience; (6) to improve assessment of student and institutional performance; (7) to motivate faculty and reward them for improving undergraduate education; and (8) to carry out more sharply defined institutional missions. A total of 22 recommendations are offered that concern the following broad strategies: place the challenges facing undergraduate education on the public agenda; incorporate the improvement of undergraduate study into state strategies for educational excellence; enable colleges to improve undergraduate study; allocate resources to colleges to create a positive environment for change; and encourage the use of multiple methods of assessment to improve student and institutional performance. (SW)