In prior research and development, the team developed the Mathalicious intervention for middle and high school students to improve mathematical thinking. Each Mathalicious lesson revolves around applying a real world example to learn math (e.g., Is college worth the cost). In this project, the team will develop and test a prototype of an adaptive platform through which students will need to demonstrate mastery prior to being able to advance to more complicated procedural, conceptual, and analytical levels. In the Phase I pilot research with three Grade 8 classrooms, the team will examine whether the prototype functions as planned, if teachers are able to implement it with students, and whether students are engaged.