Given dismal achievement results, Holland Elementary School in the Fresno Unified School District was determined to improve. Six years ago, in the statewide and similar school listing, the school ranked 1 and 1. Under the instructional leadership of their newly assigned principal and through their schoolwide and grade-level professional learning teams, they decided to address their students' diverse learning needs through differentiated instruction. They were right to choose differentiated instruction to meet the learning needs of struggling students. Current achievement results show the school's rankings have moved to 6 and 10. There has been a significant decline in student discipline referrals, teacher morale is high, and remarkable improvement has been made in students' reading, writing and math performance levels. This article describes how Holland Elementary School created a new system of instructional delivery to accelerate the learning of its students.