The purpose of this empirical inquiry of state-recognized "Honor Schools of Excellence"was to explore how these schools of distinction are (or are not) promoting and supportingboth academic excellence and systemic equity for all students. In Phase One, quantitative datawere collected through equity audits to scan for and then document systemic patterns of equityand inequity across multiple domains of student learning and activities within 24 schools. InPhase Two, the 24 schools were ranked, based solely on minority achievement, and then separatedinto two types of schools, small gap (SG) schools and large gap (LG) schools. Through sitevisits (n=16) and the use of semi-structured interviews with principals, assistant principals, teachers, and parent leaders (n=80), qualitativedata were then collected to document best practices and effective strategies that principals use to confront and change past practicesanchored in open and residual racism and class discrimination. The data were analyzed through the theoretical framework of academicoptimism.Three differences between the SG schools and the LG schools were found (encouraging academic achievement, offeringinstructional feedback, and expecting excellence). To truly honor excellence, we need to embrace equity. As such, in schools whereprincipals support, model, and monitor a teamwork approach, a balanced approach, a strong sense of purpose, and an insistent dispositionto assure that all students are served well and that all are encouraged to perform at theirhighest level, the outcomes of interest are better.