Under the Every Student Succeeds Act (ESSA) of 2015, states have considerably more flexibility and authority in K-12 education than they had under the previous federal education law, No Child Left Behind (NCLB). The Trump administration and the Republican Congress, meanwhile, moved in 2017 to further loosen federal accountability rules and give states even more control over their school systems. With this increased power for states comes the increased responsibility to support the improvement of educational outcomes for every student. Leaders at the helm of state education agencies (SEAs) find themselves in a moment of both great change and great opportunity, as many agencies move away from a predominant focus on compliance with federal regulations and programmatically dictated uses of funds, and toward a broader focus on supporting districts and schools. For many advocates of low-performing students, it is also a moment of potential peril if states fail to embrace their new responsibilities or weaken their commitment to improving educational opportunity and outcomes. This paper contains two major components: (1) after a brief overview of the evolving role of SEAs, the authors introduce and examine several of the critical issues in organizing and resourcing SEAs for success under ESSA; and (2) they examine the range of essential and potential roles for SEAs in the ESSA era. The goal of the paper is not to emphasize how states should comply with ESSA, but rather to analyze the ways in which SEAs can support the work of schools and districts in the ESSA era.