This paper reports on the restructuring efforts and activities undertaken in Virginia Beach from 1991 to 1994. The district has begun a massive effort to downsize, reorganize, and restructure the organization to focus on shared decision making and student performance. A special effort has been made to build coalitions among employees, with the school board, and with community groups. The district has also worked toward creating a new school culture, which entails the following elements: having a common sense of purpose; taking responsibility for achieving the vision; creating culture through events; and implementing systemwide staff development. Other district initiatives include the development of high, clearly defined expectations for student conduct, the creation of a Literacy Center, and administration of an annual Parent Perception Survey. (LMI)