One of the keys to ensuring high expectations for all students is the requirement for inclusive measures of educational accountability. Recognizing this need, Congress enacted Title II, National Education Reform Leadership, Standards, and Assessments, calling for the development of state assessment systems that fully include all students, as a major component of the 1994 Goals 2000: Educate America Act. At present, Kentucky is the only state in the nation that fully includes all students within a statewide educational assessment and accountability system. Students with moderate and severe cognitive disabilities participate in Kentucky's assessment system via the Alternate Portfolio. This article describes the development of Kentucky's alternate assessment, including the content and scoring standards for the Alternate Portfolio. Specific examples of entries at each grade level (4th, 8th, and 12th) are given as well. Initial implementation data, including reliability, validity, and instructional impact measures, are presented. Finally, critical issues in the development of alternate statewide assessments are discussed, with recommendations for future research efforts in this area.