Young children in poverty are more likely to be exposed to a range of poverty-related co- factors that place their chances for school success at substantial risk (Blair, 2002). A large number of cluster-randomized, classroom-based efficacy trials have been conducted to test multiple instructional processes that might serve as levers of change in improving low-income children's chances for later school success (Bierman, et al., 2008; Raver, et al., 2008; Diamond et al., 2007). While these studies have yielded preliminary promising findings, there remains a large gap in ways to successfully integrate these interventions into larger school contexts. Following the rapid transformation of early educational policies at state and local levels, preschools are increasingly co-located within school systems, on administrative, fiscal, and spatial fronts. The following proposed plan of research aims to capitalize on this rapid policy transformation. We aim to develop, pilot and test the feasibility of an innovative school-based intervention that targets both social-emotional and language/pre-literacy outcomes among young children at risk for school failure. Such an intervention would allow low-income children to experience early and intensive exposure to school- based intervention that could be sustained over multiple years. The proposed study, entitled School Reform and Beyond (SRB): Pre-K to 1st grade will be undertaken in four schools serving low-income children in a small, Mid-Atlantic, semi-urban metropolitan area (Long Branch, NJ) where a large proportion of students are English language-learners. The proposed intervention will embed a promising preschool intervention model within the evidence-based school reform model entitled Success for All, which has been employed in more than 1,200 schools in 47 states (Slavin & Madden, 2006). The proposed plan represents the opportunity to take bold new steps in the development of multi-component, multi-year school-based intervention. In turn, our aim is that such a bold approach may yield high payoff by supporting the behavioral health and preventing school failure among some of our nation's most economically disadvantaged children.