Before the educational reforms of the early 1990s, Kentucky was in the bottom 10% of the states on most indicators of educational quality. Educators and policymakers in Kentucky approached educational reform in a thoughtful and systematic way and developed a state law mandating an education system that now serves as a national model. The education system is based on five basic beliefs: (1) all children, given adequate opportunity and support, can learn, and nearly all can learn at high levels; (2) the school is the best place to make decisions about what happens in the school; (3) high standards produce high achievement; (4) results matter; and (5) financial support for schools must be equitable. These beliefs, and elements of education reform that support them, are examined along with the programs that provide the resources and strategies for Kentucky's success. Today, Kentucky's education system is recognized throughout the nation and the world as a pacesetting, model system. (SLD)