In this article, the author introduces the new superintendent of Memphis City Schools, Dr. Carol R. Johnson's slogan "Relationships, Responsibility, and Results," which summed up what she learned from years of experience in public schools. "Respect" was later added to the slogan in order to support the new district-wide behavior initiative ending the use of corporal punishment and instituting a new structure for promoting self-discipline and positive student behavior. Three key resources used for creating a foundation in the middle schools were also presented: (1) "This We Believe" (2003) by NMSA; (2) "The Quality School" by Glasser (1998); and (3) Collins' (2001) bestseller, "Good to Great". Memphis' early success can be attributed to the core tenets in "Good to Great". Throughout the reform process, "This We Believe" and "Quality Schools" helped create Memphis' guiding principals and core foundation. (Contains 6 figures.)