In 2005 ICF Macro embarked into fairly unchartered territory when they began the evaluation of an online learning game being developed by Maryland Public Television. The intent of the game developers was that it be used by students primarily during out-of-class time, with limited in-class use with their teachers to target specific instructional topics. Although teachers were taught best-practices for integrating the game into classroom instruction, they were free to adapt many of these practices for their own classrooms. In this presentation we discuss the framework used to measure the implementation of the game and the relationship this implementation had on student outcomes on the state’s standardized assessment. #2010Conference #Prek-12EducationalEvaluation