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Turning around persistently low-performing K-12 schools and districts has been an elusive goal despite prioritization at the highest levels of government. In recent years, the U.S. Department of Education encouraged states to adopt tiered accountability systems, like the Massachusetts model, which allows state takeover of districts in cases of extreme underperformance. Massachusetts’ Lawrence Public Schools provide a unique opportunity to examine a post-No Child Left Behind state takeover and turnaround of a chronically low-performing, majority low-income, district stemming directly from state accountability policy. I use mixed-methods to examine both policy effects and political dynamics of the Lawrence turnaround. In Part I, I use student-level administrative data to compare Lawrence students’ academic achievement gains before and after the turnaround to similar students in other majority low-income Massachusetts districts. I find that the turnaround had large positive effects on math achievement and modest positive effects on reading achievement. The turnaround also increased grade progression among high school students. I find no effects on any other non-test academic outcomes. The reforms were particularly effective for the district’s large population of students learning English as a second language. I also find that intensive small-group instruction by select teachers over vacation breaks explains roughly half of the effect in math and all of the effect in reading. In Part II, I examine the political dynamics of the Lawrence turnaround drawing on interviews, press coverage, public documents, and secondary sources of survey data. I find that, although it was certainly not without controversy, the Lawrence reforms were less contentious than many other recent cases of takeover and turnaround. Explanatory factors relate to the (1) Lawrence context, (2) new authorities granted to the state under its accountability law, and (3) features of turnaround leaders’ approach to reform. Specifically, leaders focused on relationship building and stakeholder empowerment, differentiated district-school relations, a “third way” framing and policy approach to transcending polarizing politics, strategic staffing decisions, and generating early results while minimizing disruption. The study provides a rare and encouraging proof point illustrating that accountability-driven improvement of low-performing districts is indeed possible, as well as lessons for other states, districts, and schools seeking improvement.