Race to the Top represented a new paradigm in federal education. Instead of spreading relatively modest dollars evenly across all jurisdictions through funding formulas--as virtually all federal education funding has been and continues to be spent--a small number of successful states received all of the available funding, and in turn made it available only to local districts that voluntarily agreed to participate in the state's plan. The approach hinged on a review process that could credibly identify the best applications. The New Teacher Project actively participated in the Race to the Top process. Prior to the first application deadline, the New Teacher Project published a summary of the contest guidance and a set of policy recommendations for states. It collaborated with many states on their applications and, in April, it analyzed the scores of the first round finalists. At the time, it commended Secretary of Education Arne Duncan for setting a bold vision for reform and holding a high bar for state applicants. But it also identified a series of potentially serious problems in the scoring process. The second round of Race to the Top winners were named early this fall and, in November, the Department of Education announced that it would conduct a "lessons learned" review of its competitive grant programs, including Race to the Top. This analysis of the second round scoring process suggests a number of critical issues that such a review should consider carefully and attempt to rectify. This report concludes that many winners submitted ambitious proposals backed up by serious plans for implementation, and that there remains much to celebrate about the contest's impact. However, it also finds that the scoring problems of the first round persisted, leading to results that do not fully align with the stated goals or spirit of the program. This analysis is not intended to invalidate the plans or achievements of the Round 2 winners or to belittle the hard work or competence of the Race to the Top reviewers. This report's goal in exploring these issues is to ensure that competitive funding in general, including Race to the Top, continues to be a viable vehicle for supporting the transformation of schools. The policy breakthroughs sparked by Race to the Top before a single penny was spent prove the power of this approach. The solution requires an improved scoring process that restores credibility in the contest and inspires states to race with confidence. (Contains 2 footnotes.).