What does it take to improve a school? What kinds of programs, systems, and people need to be in place for educational outcomes to improve overall? These and other questions continue to vex policymakers who--along with researchers, reformers, and advocates--pour over data and case studies looking for tools to transform schools into places where all students achieve. There are features and structures of schools that have shown improvement that can help educational leaders see a path forward. One way to consider how to design plans for school improvement is to start with the success stories--focusing on how educators brought about positive change. This report intends to do just that by considering the performance of districts and schools of an entire state--in this case, North Carolina--focusing on some of those that improved and then teasing out the approaches that leaders in these districts used to foster success. The report features three effective school districts in North Carolina. The districts vary in terms of the types of students they serve, where they are located, and the number of schools they oversee. The districts include: (1) Catawba County, a rural district serving a student population of more than 17,000 students, around half of which were income eligible for free or reduced-price school lunches in the 2011-12 school year; (2) Montgomery County, also rural but with a smaller student population than Catawba (around 4,000 students), and where more than 70 percent of its students were eligible for subsidized lunches in the 2011-12 school year; and (3) Winston-Salem/Forsyth County, an urban district, with one of the largest student populations in the state (around 50,000 students), and where about half of the students were eligible for subsidized lunches in the 2011-12 school year. A list of the educators interviewed for the featured districts is appended.