Fort Hays State University and Emporia State University partnered with high-needs rural school districts to develop and offer a three-year professional development institute. The statewide institute was planned collaboratively to specifically meet the needs of middle school science teachers. The institute was managed concurrently at the two sites and coordinated through distance-education technologies, making it possible for teachers to participate at an institution near their homes. This unique professional development experience can be emulated by other states interested in improving inquiry- and modeling-based instruction.