Findings from a Massachusetts Department of Education project to describe district-led experiences with school-based management and to identify factors for improved classroom practices are presented in this paper. Interviews with 12 superintendents and assistant superintendents involved in systemwide restructuring were conducted to learn about their perspectives on school-based management. Following an overview of school-based management, some common themes expressed by superintendents are discussed: the impetus for restructuring, leadership and core values, needs assessment and strategic planning, evaluation of students and governance reform, barriers to implementation, and the new role of the teachers union. Superintendents identified four areas critical to effective restructuring: the need for training by all constituencies, making student learning a priority, leadership based on core values, and building trust. Appendices contain examples of district-level restructuring initiatives in Massachusetts and the interview protocol. (LMI)