This study is a follow up to the Last Best Chance report published in 1989. A task force of 29 education leaders was challenged to help chart the course for middle level education in North Carolina. While examining middle level education (ages 11 through 14), task force members continuously asked, "What should it look like in order for all children to be successful?" Using focus group input from across the state, the Task Force targeted five critical areas of concern: Curriculum and Instruction, Diversity, Educator Preparation, Organization and Culture, and Partnerships. It was found that significant changes have occurred in middle level education since 1990 with regard to funding, accountability, testing, and the use of technology. The Task Force made 29 recommendations within the five target areas including: (1) emphasis on teaching the core areas of instruction, including science; (2) recognition of the importance of reading skills in the middle grades; (3) educator preparedness to deal with the diversity present among early adolescent learners; (4) emphasis on the availability of accelerated learning experiences for all students; (5) the presence of advisory programs to address the academic, social, emotional, and citizenship development of responsible young adolescents; and (6) School Improvement Plans that address the active involvement of Work: Raising the Academic parents and extended family members in their child?s educational learning experience. Appendices include: (1) Characteristics of Young Adolescents; (2) Making Middle Grades Achievement of All Middle Grade Students; (3) North Carolina Schools to Watch Criteria; and (4) Comparison of School Reform Priorities. Includes a glossary of terms.