This qualitative study reports on Arizona Classrooms of Tomorrow Today (AZCOTT), a component of a Preparing Tomorrow's Teachers To Use Technology project. In conjunction with five partner school districts, Arizona State University West developed five technology-rich K-8 classrooms to serve as models for preservice students and university instructors. This study report describes changes occurring as the AZCOTT teachers learn to teach in technology-rich classrooms. Findings are presented related to: teacher change, including teaching methods, curriculum, leadership, teacher collaboration; and student change, including student engagement, student noise, student disposition toward learning, student collaboration, and students as helpers and coaches. Factors supporting change are discussed. Finally, the researchers discuss the progress made toward using these classrooms as models for preservice students. (MES)