This paper describes a process that empowered special education teachers in Greenville Independent School District (Texas) to begin moving toward an inclusive model of special education. Specifically, the paper examines special education teachers' levels of concern regarding inclusion during this process. During the summer, 26 special education teachers met to develop goals and plans for implementing inclusion. Following the meeting, teachers completed the Change Facilitator Stages of Concern Questionnaire (CFSoCQ), which was also administered to a control group of 14 special education teachers from a neighboring district. On the CFSoCQ, respondents indicate how accurately 35 items describe their feelings about an innovation. The profiles of the two groups were similar, with teachers showing high levels of concern about information issues and the personal demands of inclusion, and also some concern for how inclusion would be managed. Early in the school year, the Greenville teachers developed a plan for training administrators and teachers about inclusion and for educating shareholders. Following this phase, the CFSoCQ was administered again. The control group's levels of concern remained the same, but those of the Greenville teachers had decreased since the beginning of the school year. This paper suggests that teachers' concerns were lowered because they were empowered to initiate change, had opportunities to visit other settings where inclusion was practiced, and were given opportunities to share skills and information regarding inclusion. (LP)