The bipartisan National Conference of State Legislatures is expected to unveil a list of more than 40 recommended changes to the law, including calls for greater flexibility for state compliance, federal waivers on some of the law's requirements, increased federal funding and fundamental changes in the law's philosophy, according to officials familiar with the report.

While state lawmakers hope the 10-month-long study will spur negotiations with the Department of Education over modifying the law, the report also outlines a potential legal challenge to the constitutionality of the federal government mandating education standards to states, a sovereignty issue that has spurred Utah's landmark opposition to the reform measure.

In Salt Lake City, the state Senate is nearing final passage of measures that unanimously cleared the Utah House last week to favor state testing standards over the federal competency mandates of the 2001 law.

Federal officials have scrambled to quell the Utah insurgency as national news media have focused on the irony that the state that gave President Bush his biggest victory margin in the nation is on the forefront of opposition to his signature education law.

New Education Secretary Margaret Spellings has pledged to visit Utah to investigate complaints the law is having the opposite effect on improving schools.

"None of us wants to tip the boat over with these horror stories-type examples," Spellings told Sen. Orrin Hatch, R-Utah, during her recent confirmation hearing. "We in the administration are committed to make this law workable and stable, and I look forward to coming to Utah and hearing what you folks have to say."

No Child Left Behind (NCLB) has spawned an odd-couples opposition force that is similar to the unusual alliance of conservatives and liberals that grew around the USA Patriot Act, the post 9-11 law that gave the federal government broad new surveillance powers.

"There is a peculiar unholy alliance growing now between groups that wouldn't normally support each other politically," said national educational consultant Jamie McKenzie, editor of http://www.nochildleft .com. "Mainstream Republicans are waking up and realizing that letting Washington tell you what to do in your schools betrays core Republican values."

NCLB critics speculate Utah's don't-tread-on-me defiance could expose what they argue is the true intent of the law: to privatize public schools.

Under the threat of reduced funding, NCLB orders public schools to test students in grades three through eight and then publicize which schools fail to meet federal competency levels. Parents whose children are in under-performing Title 1 schools - with a high percentage of low-income students - can transfer them to better public schools or receive taxpayer funding to pay private tutors.

"If No Child Left Behind is implemented in its strictest form, there is a reasonable probability that every public school in America will be designated a failure," said Utah's Democratic Rep. Jim Matheson, who is co-sponsoring legislation to revise some requirements in NCLB.

"That is not what most members of Congress believed they were voting for when this was passed."