Here, we report on the development of a theoretical framework for mathematics teaching that looks aside from common traditional/reform dichotomies. Attention is focused on managing the amount of new information students must attend to, while structuring that information in a manner that allows discernment of key features and continuous extension of meaning. Drawing on and combining ideas based on mastery learning and on the variation theory of learning, we propose an alternative where fluency and emergent knowing are inseparable and mutually reinforcing, and motivation is based on success and the challenge of pressing the boundaries of knowing. Gains in student achievement associated with this framework have been significantly faster than national norms. [For the complete proceedings, see ED583608.]