This paper describes the development and implementation of a course, Integration of Technology in Math and Science Education, to introduce elementary and middle school pre-service teachers to real technology skills that they can use in their future classrooms. Activities allowed the students to learn technology skills while using the Internet to enrich their content skills and share information with their fellow students. The course was designed to allow students to master a variety of technology skills, and see how these skills can be used appropriately in their future classrooms, while also increasing their comfort level to use the technology and reduce their resistance and anxiety to use it later in their real-time classrooms. During the class hands-on activities, the students became fluent at using the Internet for enrichment and communication, and at developing strategies for using their new skills to present SOL-relevant lesson plans. Students enter this course with very little in the way of educational technology skills, but leave with a teaching toolbox filled with new skills