Third grade mathematicians become experienced problem-solvers who flexibly access a host of strategies and work to express their thinking to their peers in collaborative tasks. They learn to analyze the process and explain their reasoning with words, equations, and diagrams. Students build upon their understanding of place value through the thousands and begin to realize why our number system is called a base ten number system. They explore properties of operations as they learn to use sophisticated strategies for mental computations and further enrich their number sense. Multiplication and division are formally introduced and students have ample experience building models to represent multiplicative contexts. Fact fluency builds as students find creative ways to use facts they know to reason about those they do not. Measurement and geometry units support this conceptual work as students take on rich investigations with area and perimeter. Finally, fractions are explored and students begin to see the conceptual connections between division, common multiples, and fractions.