Developing multiplicative reasoning is an important milestone for elementary school students, which influences their learning of later mathematical concepts (Hackenberg and Tillema 2009). For children to conceptually understand multiplication, one should move beyond merely counting by ones to dealing with composites (twos, fives, etc.) and other numbers (Davydov 1991, p. 21). The activities presented in this article illustrate one approach to encouraging children to move beyond counting ones and encourage meaningful and explicit understandings of multiplication. To do so, the author illustrates two activities and their applications related to two mathematical properties that encourage meaningful memorization, and understanding, of basic multiplication facts: the commutative and distributive properties. To discourage count-by-ones strategies, the author advocates the use of Cuisenaire Rods. Cuisenaire Rods are color-coded length models that allow for representation of multiplication/division either through length models (i.e., number line) or as a way of illustrating the row-by-column structure of array/area models. It is the latter use that is made in the illustrated activities. Each activity description refer to specific implementations of the tasks within a third-grade classroom.