Among the recent changes to existing Pennsylvania state education regulations was the change from Carnegie units, or time spent in the classroom, as a requirement for graduation to mastery of student learning outcomes as a requirement for graduation. Once the changes became law, school districts became responsible for designing outcomes that fit their district profiles but that were in accord with the outcomes designed by the state. Districts were grouped into three phases for implementation, with the phase-one districts required to submit strategic plans by September 30, 1994. This paper documents the strategic planning in process for one phase-one school district. It provides a snapshot of some of the issues based on observation and interviews with the strategic planning coordinator, two parent representatives, and external university-based planners. Political issues, a lack of comfort with the university-based planning team, overall community support, inadequacies in existing facilities, and finances are issues with which the planners must struggle. (Contains 1 reference.) (SLD)