Underrepresentation of African American students in gifted programs has alarmed the Office of Civil Rights. Achievement gaps between children from minority and low income homes and Caucasian students from middle-high income homes is a pressing concern in the United States. The purpose of this study was to examine the implementation of project-based learning as a school-wide initiative to increase levels of achievement and to recognize potential in a population of students that is typically under served in gifted programs. Through qualitative case study methodology, the researcher reveals the voices of participants as they explore the effects that the reforms had on their beliefs and practices. The instructional changes altered their perspectives of their students and their total classroom environment. Implications for creating environments that actively engage students and aid teachers in identifying potential are discussed. End-of-Year Reflections Questionnaire for Staff--Year 1 is appended. (Contains 1 endnote and 1 table.)