Standards-based reform envisions school systems driven by agreements about what every student should know and do; guided by data from assessments which tell whether or not students have adequately learned those things; and motivated by accountability mechanisms designed to assure every student access to effective opportunities to learn. Unfortunately, the rhetoric of the standards movement has largely ignored the subtle, but profound shifts in classroom and school practice that are required if individuals are to get beyond the platitude "high standards for all" and realize that goal in actual student performance. To date, the standards movement has been characterized by innumerable, sometimes competing sets of content standards developed by professional organizations, states and districts and a growing number of high stakes tests designed to measure whether or not students have learned these things. While these large-scale, standardized tests reveal patterns of achievement among large groups of students and provide information that compares one student's achievement to others, they are neither comprehensive enough, nor timely enough to guide day-to-day teaching. Often missing from the rhetoric about standards-based reform is discussion about how the "wish lists" of what students should know and be able to do get translated into changes in practice at the school and classroom level. If this nation is to achieve the promise of the standards movement, stakeholders need to understand the demands of standards-based instruction and develop the capacity of every classroom teacher to carry it out effectively. This paper discusses the demands of the standards-based instruction. A bibliography is included. (Contains 7 figures and 1 footnote.)