Three South Fayette High School students, Varun Thangavelu, Ben Kenawell, and Radhir Kothuri, understand that there is nothing more fundamentally important to our nation than a highly educated work force. The student software development team, under the direction of Ananda Gunewardena, Professor of Computer Science at Carnegie Mellon University (CMU), redesigned a pen-based Flashcard application prototype, to align to a standards based education curriculum K-12. The tool, created in C# programming language, is designed to help teachers individualize learning and to help students control their own learning. The student team supervised by Aileen Owens, Director of Technology and Innovation and assisted by Shad Wachter, Instructional Technology Assistant, South Fayette School District, worked throughout the summer of 2012 to prepare the application to be tested by district teachers. The team presented the results of their first alpha test at the Workshop on the Impact of Pen and Touch Technology in Education (WIPTTE) in March 2013, and will continue the entrepreneurial process as they prepare to market the product for social good. This is our story.