NCLB requires states to provide highly qualified educators for all students. Highly qualified educators should have content knowledge in the areas they teach and the pedagogical expertise to produce student educational gains. In this study, researchers examined the effects of an online mathematics methods class on preservice teachers' knowledge of instructional planning, classroom instructional planning performance; and classroom pupil outcomes in mathematics. Preservice teachers acquired instructional planning skills taught through online instruction and utilized these skills in a subsequent classroom placement. Instructional planning combined with classroom supervision contributed to an increase in pupil's mathematics performance. Results are discussed in terms of participant acquisition of online course materials, classroom application of course materials, and pupil outcomes in mathematics. (Contains 8 tables and 7 figures.)