Instructor time is a precious resource, and ought to be invested with great care. Meanwhile, if our central objective as plant and soil science instructors is student learning, we must be similarly cautious about how our attempts to focus instructor time could potentially hamper student learning. It is into this tension that we carefully brought new technologies to bear. Our lecture/lab, 4-credit course currently has an annual enrollment of about 110 students; even with teaching assistants helping in most laboratory sections, instructor effort is intense. With the likely addition of 75-120 more students in the near future, we will no longer be able to sustain the current instructional model. Our work involved transitioning this course to more of a mastery learning approach through the use of audience response technology (ART) during lecture sessions and the development of weekly, post-coverage, on-line assessments of student learning. When coupled with our current pre-coverage reading quizzes (also on-line), this model should provide students with plenty of opportunities to learn to “do” soil science, to uncover and correct any misconceptions, and demonstrate that learning. In addition, the faculty instructor will primarily function as a mentor to students in enriched lecture sessions, and as a mentor to TAs in enhanced laboratory sessions. We will report on the instructor and student experience of the first iteration of this re-designed soil science course.