This paper presents some of the overall findings of the Cooperative Reading Project (CRP), a collaboration between six teachers in a bilingual Spanish/English elementary school and a team of university researchers to examine and improve upon cooperative learning literacy instruction. The CRP took a social constructivist learning stance toward cooperative learning as well as toward professional development of teachers. The project focused on teachers' thinking and its relation to their classroom actions and students' attitudes and learning. Teachers participated in ongoing, collaborative staff development meetings, and each developed a personal instructional refinement agenda. Data was gathered through teacher and student interviews, instructional observations, and a pre-, mid-, and post-intervention written assessment of student literacy strategy use and motivational orientation, using the Motivated Strategies for Learning Questionnaire. The study found that students showed increases in liking for cooperative learning and, in the lower elementary grades, in metacognitive knowledge. The findings suggest that a collaborative, social constructivist perspective on teacher change can contribute to significant changes in instruction. An appendix contains sample responses of students' awareness of conditional knowledge. (Contains 33 references.) (MDM)