This paper describes the District of Columbia Public School System (DCPS); articulates challenges it faced prior to standards based reform; presents strategies for reforming large urban systems' health and physical education (HPE) programs; and notes strategies for incorporating a standards-based performance-driven model. DCPS reading and math scores have not been acceptable in years. There have been specific challenges to HPE. There was no HPE coordinator between 1992-98. Between 1998-00, over 50 new HPE teachers were hired. There has been no inservice training in PE and no standards-based curriculum developed. In 1997, the system was transformed from a norms-based to a standards-based model. System-wide accountability was introduced, with specialists hired to develop and implement standards-based curricula. The DCPS affirmed seven guiding principles for a standards-based model. Health and physical educators were charged with seven responsibilities. Principals identified standards specialists to help implement the reform. Teachers and administrators received training in delivery strategies and classroom management. Content standards were developed using national standards from several national associations. The result was seven standards for HPE. Benchmark expectations for HPE were distributed to teachers. Appendixes depict the DCPS 3-year performance trends on the Stanford Achievement Test, version 9. (SM)