A product-based professional development model has significantly improved the ability and willingness of P-8 teachers to use and integrate technology into instruction. This paper discusses the impacts this staff professional development model. The model was used to train 18 teachers to effectively use and integrate technology in their ESL classrooms in ways that improved learning for students, especially ESL students in economically disadvantaged, low performing, and high need schools. The year-long training, which took place in the Piedmont Triad area of North Carolina, was part of a state-funded grant initiative aimed at improving performances of teachers in "high need" and/or economically disadvantaged schools in the state of North Carolina in support of the federal "No Child Left Behind" mandates. The teachers were drawn from two school system classified that met the state's classification as "high need and/or "economically disadvantaged schools." Baseline data were collected via product rubrics; observations; analysis of end products and their use and application in the classroom; structured interviews from participants and their building principals. In addition, pre and post surveys using Technology Integration Survey were conducted to determine the teachers' technology integration skills. Participants' pre and post-ratings on the survey were based on a Likert-type scale of 1 to 5, with 1- lowest and 5-highest. Posttest ratings were moderately higher than pre-ratings for most of the skills/areas surveyed. Findings from observations and interviews with the participants and their building principal also indicated that they developed improved skills, abilities, interest and confidence in using and integrating technology in the classroom more effectively than they did prior to participating in the professional development. Based on experiences and preliminary findings from implementing the product-based model of staff professional dded that technology professional development designers and implementers should review all materials to determine the merits of grouping participants by level of proficiency. Likewise, timing and duration of the professional/workshop should be based on preassessment feedback. The mix of individual and group assignments should be carefully examined to ensure the efficient coverage of certain topics in the appropriate timeframe; attention should be paid to different learning styles. Appended are: (1) Project goal, objectives, outcomes, and assessment measures relating to technology integration; and (2) Technology Integration Survey. (Contains 2 tables.)