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TIMSS – the Third International Mathematics and Science Study – was a massive international project. Internationally, more than half a million students from over 30 000 classes in more than 15 000 schools in 45 countries participated. In Australia, the sample consisted of more than 29 000 students at three grade levels. This report is based on data obtained from the younger two cohorts: those at grade 4/5 (approximately 12 500 students) and those at grade 8/9 level (approximately 14 500 students). Its focus is on understanding the factors that influence achievement in mathematics and science.