Purpose: Recent international comparative studies report declining levels of numeracy skills among the adult population (16 to 65 year olds) in the United States. When individuals have below basic mathematics skills, they require extensive remediation as adults and in college. The purpose of this project is to extend artificial intelligence methodologies to an on-demand tutor focused on developmental mathematics for adult learners and underprepared college students requiring remediation. Project Activities: In Phase I, the team developed a prototype tutor in the area of probability and demonstrated feasibility as the target audience was able to use the technology. In Phase II, development will include formulating new content, implementing a rules-based expert system for solving problems, extending the rules-based system to analyze student work, and designing question-and-answer rules for student inquiries. Formative evaluation questions to guide the iterative development process will focus on ease of use, problems encountered, and student engagement. After development is complete, a pilot study will be conducted in 15 adult learning classrooms with approximately 150 students. Half of the students will be randomly assigned to use the tutor to supplement classroom activities while half will not have access to the system.