Using Bereiter and Scardamalia's (1993) hidden expert knowledge, we explored what knowledge counts from the perspectives of working small school-district superintendents and the ways in which they gain that knowledge. This qualitative study used focus groups as its primary data collection method. Participants were 37 superintendents of districts with fewer than 1,000 students representing the Midwest, southwest and west, and southeast. We learned that what counts for our superintendents appears to be in constant and fluid negotiation because of the small-district context supporting themes of competing visions, you are the center of the wheel and balancing/negotiating/weighing decisions. We also learned that preparation programs may not help in all the ways necessary to prepare these superintendents for their jobs.