On July 1, 2005, Massachusetts became the first state in the nation to launch an independent department with a primary focus on early education and care. This innovative governance structure was created to have equal standing with the state's Department of Education (DOE) and Board of Higher Education (BHE). In Massachusetts and nationally, the new Department of Early Education and Care (EEC) was greeted with excitement, high expectations and a keen sense of watchfulness. The newly consolidated Department was given oversight of early education and care providers and after-school programs for children ages 0-14 (and through age 16 for children with special needs). EEC was expected to improve upon the previous governance structure and forge new ground in early education through the development of a system of universal, high-quality prekindergarten (UPK) for every three-, four-, and five-year-old child in the Commonwealth. The creation of the Department was viewed as an opportunity for Massachusetts "to lead the way in providing coordinated, cost-effective, high quality early education and care." The creation of the consolidated Department was the culmination of several years of work by advocates and policymakers and was influenced by a growing focus statewide and nationally on the importance of early education. The primary impetus for the creation of the Department was the interest in developing a system that ensured access to UPK through a mix of private and public providers, which the existing governance structure was not capable of overseeing. Several additional factors contributed to a heightened focus on the needs of young children. Brain research over the past decade has directed increased attention to early education as it showed the long-term impact of early education and its potential return on investment. Specifically, research has demonstrated that low-income children who benefit from a high-quality early education are more likely to excel in school, stay off welfare and out of jail, and to later become good parents themselves. Economic research also showed a potential return on investment in high-quality early education for low-income children could lead to as much as a 16% return on every dollar invested. A final factor included national growth in the number of women engaged in the workforce; a number which is projected to continue to grow. This case study describes the evolution of EEC from its early conceptions to its impact over its first two and a half years. The goal is to provide a reference and resource for other state governments, advocacy groups and philanthropies seeking to develop a consolidated governance structure for early education and care. The case chronicles the purpose, history and evolution of EEC, articulates "lessons-learned" to date and identifies future opportunities and challenges for the agency as it strives to meet its statutory mandates.