Each year, every school spends thousands of dollars and allocates many, many hours to the ongoing professional development of its teachers. Does this investment translate into changes in classroom practice and does it make a difference to student learning? This paper summarises the learning of twelve schools that participated in a Ministry of Education contact aimed at rethinking professional development practices. It examines changes they made to the way they planned and organised professional development, how they tailored programmes to the needs of individuals and groups, how they attempted to monitor and evaluate the outcomes, the induction of teachers new to a school and issues related to the change process itself. It also evaluates the experience of four of the twelve Principals who participated in a professional development group as part of their programme. Introduction to the project In 2000, the Ministry of Education contracted the Institute of Professional Development and Education Research (IPDER) to deliver a Development Contract to twelve schools in the Auckland area. A number of other providers were contracted to carry out similar work in other areas of the country. The twelve Auckland schools comprised six primary and intermediate schools and six secondary schools. The goal of the Contract was to support schools to evaluate their professional development practices against current best practice as outlined in the international and national literature and then to adapt and change their programmes in light of that review. In the previous year, the Ministry had developed a draft document, 'Making Changes: Improving Schools Through Professional Development', and it was intended that the schools would trial this resource as part of their commitment to the Contract. The Contract ran from February 2000 through to April 2001 and was designed to involve the whole school, including the Principal. Each school appointed a professional development team of between three and six people to coordinate the developments which involved a series of workshops with all twelve schools, a