Each morning 6-year old Eli, a mid-19th century pioneer boy living in the New Mexico Territory, takes his father's sheep to pasture and returns them in the evening. Eli could only count to five, so he devised a clever method using colored pebbles to account for all sheep at the end of the day. Similar methods had been used by ancient tribes 3500 years earlier. At the end of summer, Eli begins first grade where he learns to read and count and solve practical problems - the most notable was measuring and staking, with Grandpa's help, the 5-mile road around the lake. Through the insightful presentation of a knowledgeable and caring teacher, Eli and his second grade classmates experience the Joy of Mathematics as they learn the historical contributions of the - ancient Greeks, Asian Indians and Arabs during the Dark ages of Europe, and Italian mathematicians upon the European reawakening.