The passage of Title I of the Elementary and Secondary Education Act in 1965 set the stage for a new era of state leadership in improving compensatory education. This article traces the development of state leadership in implementing the Title I/Chapter 1 program quality mandate up to 1988, when Congress added procedural and accountability requirements to make “program improvement” the centerpiece of the new legislation. It continues by describing the challenges now facing the states in implementing the program improvement process and how they are being met, and it concludes with suggestions for the future.