INTRODUCTION: Standards-Referenced Grading (SRG) allows students to demonstrate their learning in a meaningful way by exploring passions and furthering their knowledge and skills. Each student receives the differentiated support they need to be successful and after demonstrating proficiency they can move on to the next level. However, with much interest in SRG, research highlights that high school teachers' views and attitudes towards SRG implementation vary while struggling to effectively incorporate SRG into their instruction. PURPOSE: The purpose of this study was to explore the feelings and perspectives of high school teachers related to the SRG implementation. This research explored the potential change fatigue of high school teachers as they prepare for implementation and how they perceive SRG. For the purpose of this presentation, findings related to the following research question will be presented: How do high school teachers perceive the transition to SRG and their preparedness to transition? METHODS: In this basic qualitative study, 31 high school teachers from 8 high schools in a large Mid-western district volunteered to participate. Participants represented multiple subject areas including liberal arts, STEM, and social studies. Web-based focus group interviews were conducted via Zoom and were audio/video recorded. The interviews were semi-structured with an open-ended format and lasted 60 minutes with an average of 3 participants per interview. The data were redacted, transcribed, and inductively and deductively analyzed in Dedoose through the lens of Change Fatigue Theory. RESULTS: Some teachers felt that they are on track with SRG implementation, especially after attending professional development in-service workshops. Others indicated they were excited but nervous about the transition. There were concerns about the impact of implementing SRG on students who learn differently. Many teachers acknowledged that SRG will be positive but did not feel prepared to implement right away due to the need to adapt to current educational changes imposed by the pandemic. Teachers indicated they were trying to survive the transition even though previous changes did not affect their perceptions on SRG. They would need more practice-based examples as to how to assess student knowledge and skills and would like calibration of rubric grading to ensure consistency across subject areas. SIGNIFICANCE: The findings of the study further our understanding of how the district can make the implementation process more desirable and effective for all. Results from the study inform the role of change fatigue in teacher perceptions of SRG to support its implementation. Additionally, the study has potential implications for the change fatigue theory within the context of secondary education as this theoretical framework has been actively employed in nursing research.