An inquiry-based laboratory course to accompany a general chemistry course for elementary education majors was developed to enhance their science experience and help Widener students (teacher candidates) understand and apply state academic content standards. Teacher candidates experienced a chemistry activity three times, by performing the activity, by writing a lesson plan related to state standards, and by teaching the activity in a middle school classroom. The first offering as a service-learning course involved teacher candidates and a middle school science teacher in the fall 2006 semester. The overall impact on middle school students was positive since the course provided exposure to hands-on, guided-inquiry chemistry activities. The middle school students became engaged in problem solving and were empowered by the active learning process. The middle school teacher was equipped with inquiry-based chemistry activities tied to state content standards. Teacher candidates experienced the benefits of employing inquiry-based activities in engaging middle school students to learn-by-doing. They also learned how to adapt their lesson plans based on limitations presented in the classroom. The current offering of this course in the spring 2008 semester is facilitated by an after school program run by Crozier Wellness Center, Chester, PA. The middle school students attend a six-week program at Widener University's Science Teaching Center. The teacher candidates learn how to assess the middle school students' achievement of content standards by examining and rating laboratory notebooks and worksheets in an ongoing, formative way. The teacher candidates develop rubrics to use as a means of student achievement.