Background: During spring of 2020, the COVID-19 pandemic and accompanying public health advisories forced K-12 schools throughout the United States to suspend in-person instruction. School personnel rapidly transitioned to remote provision of academic instruction and wellness services such as school meals and counseling services. When schools operate under typical circumstances, many factors affect their capacity to provide services to students. The aim of this study was to investigate how schools responded to the transition to remote supports, including assessment of what readiness characteristics schools leveraged or developed to facilitate those transitions. Methods: Semi-structured interviews were conducted in the spring of 2020, with an interview guide informed by school wellness implementation literature. Personnel (n=50) from 39 urban and rural elementary schools nationwide participated. A team of three coders iteratively analyzed the data. After first-cycle open coding, the readiness = motivation capacity2 (R=MC2) heuristic, developed by Scaccia and colleagues, guided coding to determine themes related to schools’ readiness to support student wellness in innovative ways during the pandemic closure. Axial coding was then used to connect codes to themes within each readiness construct. Results: Two distinct code sets emerged, defined according to the R=MC2 heuristic (1) Innovations: roles that schools took on during the pandemic response, and (2) Readiness: factors influencing schools’ motivation and capacity to carry out those roles. The innovation was defined as a network of support for student wellness, which included themes such as serving meals, providing wellness services, and promoting positivity. Emergent themes related to Readiness included recognizing the need to support disadvantaged families, positive influence of local school leaders in coordinating the network, and attitudes of schools and the surrounding communities to “do anything it takes” to facilitate the network. Technology infrastructure was a cross-cutting theme which impacted schools’ readiness to carry out the network of support. Differences emerged between urban and rural schools. Conclusions: Schools demonstrated unprecedented capacity and motivation to provide crucial wellness support to students and families early in the COVID-19 pandemic. These efforts can inform future resource allocation and new strategies to implement school wellness practices when schools resume normal operations.