Ten winners will receive an Olympus digital camera, $300 in Tool Factory software, plus an Educators Guide to Digital Photography. The application asks educators to tell the story of how they would encourage students to speak, interact, play, and learn using these resources. Grants will be judged on effective use of identified resources, great story element, and high degree of student involvement. Judges are looking for projects, which provide students new opportunities to learn, create, and even become leaders. Winning projects will incorporate Tool Factory software with Olympus digital cameras for children in special education and inclusive classrooms.