It is a most unlikely place to build a Holocaust memorial, much less one that would get the attention of the president, that would become the subject of a book, that would become an international cause.

Yet it is here that a group of eighth-graders and their teachers decided to honor each of the 6 million Jews killed in the Holocaust by collecting 6 million paper clips and turning them into a sculpture.

This is remarkable because, for one thing, Whitwell, a town of 1,600 tucked away in a Tennessee valley just west of the Smokies, has no Jews.

In fact, Whitwell does not offer much opportunity to practice racial or religious tolerance of any kind. "Our community is white, Christian and very fundamentalist," says Linda Hooper, principal of the middle school, which has 425 students, including six blacks, one Hispanic, zero Asians, zero Catholics, zero Jews.

"During coal-mining days, we were a mixed community," explains the town's unofficial historian, Eulene Hewett Harris. "Now there are only a handful of black families left."

Whitwell is a town of two traffic lights, 10 churches and a collection of fast-food joints sprinkled along the main drag. It was a thriving coal town until 1962, when the last mine closed. Some of the cottages built by the mining companies still stand, their paint now chipped and their cluttered porches sagging. Trailers have replaced the houses that collapsed from age and neglect during lean economic times.

Only 40 miles up the road is Dayton, where the red-brick Rhea County Courthouse made history during the 1925 Scopes trial, the "monkey trial," in which teacher John T. Scopes was convicted of violating a Tennessee law that made it unlawful "to teach any theory that denies the story of Divine Creation" and to teach Darwinian evolutionary theory instead. Almost eight decades later, most people in this Sequatchie River valley hold firmly to those beliefs under the watchful eyes of their church leaders.

"Look, we're not that far away from the Ku Klux Klan," founded only 100 miles west, in Pulaski, Tenn., says Hewett Harris. "I mean, in the 1950s they were still active here."

Such is the setting for a memorial not only to remember Holocaust victims but, above all, to sound a warning on what intolerance can wreak. The Whitwell students and teachers had no idea how many lives they were about to touch.

Math and History

The Holocaust project had its genesis in the summer of 1998 when Whitwell Middle's 31-year-old deputy principal and football coach, David Smith, attended a teacher training course in nearby Chattanooga. A seminar on the Holocaust as a teaching tool for tolerance intrigued him because the Holocaust had never been part of the middle school's curriculum and was mentioned only tangentially in the local high school.

He came back and proposed an after-school course that would be voluntary.

Principal Hooper, 59, loved the idea. "We just have to give our children a broader view of the world," she says. "We have to crack the shell of their white cocoon, to enable them to survive in the world out there."

She was nervous about how parents would react, and held a parent-teacher meeting. But when she asked the assembled adults if they knew anything about the Holocaust, only a few hands went up, hesitatingly. Hooper, who has lived in Whitwell most of her life and had taught some of the parents in elementary school, explained the basics.

Just one parent expressed misgivings: Should young teenagers be shown terrifying photos of naked, emaciated prisoners? Hooper admitted she wasn't sure. "Well," the father asked, "would you let your son take the class?" Yes, she replied, and the father was on board.

There wasn't a question about who would teach it: Sandra Roberts, 30, the English and social sciences teacher, always a captivating storyteller. In October 1998, Roberts and Smith held the first session. Fifteen students and almost as many parents showed up. Roberts began by reading aloud -- history books, "The Diary of Anne Frank," Elie Wiesel's "Night" -- mostly because many of the students did not have the money to buy the books; 52 percent of Whitwell's students qualify for free lunch.

What gripped the eighth-graders most as the course progressed, was the sheer number of dead. Six million. The Nazis killed 6 million Jews. Can anyone really imagine 6 million of anything? They did calculations: If 6 million adults and children were to lie head to toe, the line would stretch from Washington to San Francisco and back.

One day, Roberts was explaining to the class that there were some good people in 1940s Europe who stood up for the Jews. After the Nazis invaded Norway, many courageous Norwegians expressed solidarity with their Jewish fellow citizens by pinning ordinary paper clips to their lapels.

One girl -- nobody remembers who it was -- said: Let's collect 6 million paper clips and turn them into a sculpture to remember the victims.

The idea caught on, and the students began bringing in paper clips, from home, from aunts and uncles and friends. Smith, as the school's computer expert, set up a Web page asking for donations of clips, one or two, or however many people wanted to send.

A few weeks later, the first letter arrived. One Lisa Sparks from Tyler, Tex., sent a handful. Then a letter landed from Colorado. . . .

By the end of the school year, the group had assembled 100,000 clips.

It occurred to the teachers that collecting 6 million paper clips at that rate would take a lifetime.

Help From Afar

Unexpected help came in late 1999 when two German journalists living in Washington, D.C., stumbled across the Whitwell Web site. Peter Schroeder, 59, and Dagmar Schroeder-Hildebrand, 58, had been doing research at the U.S. Holocaust Memorial Museum, tracing concentration camp survivors to interview.

Schroeder-Hildebrand was author of "I'm Dying of Hunger," a book about a camp survivor who devised imaginary dinners to survive; Peter had written "The Good Fortune of Lena Lieba Gitter," about a Viennese Jew who escaped the Nazis and devoted her life to civil rights.

The Whitwell Web site came up during a routine search under "Holocaust." The idea of American children in a conservative Southern town collecting paper clips intrigued the couple. They called the school, interviewed teachers and students by telephone, then wrote several articles for the nine newspapers they work for in Germany and Austria.

Whitwell and the Schroeders were hit with a blizzard of paper clips from the two countries. The couple soon had 46,000, filling several large plastic containers. The thing to do, they decided, was to drive them to Whitwell, 12 hours away.

They received a hero's welcome. The entire school showed up.

None of the eighth-graders had ever met anyone from outside the United States, let alone anyone from Germany, the country of the Holocaust perpetrators. At the end of the four-day visit, the students told their principal, "They are really quite normal."

The Schroeders were so touched they wrote a paperback about Whitwell. "The Paper Clip Project," which has not been translated into English, was published in September 2000, in time for Germany's largest book fair in Frankfurt.

The blizzard of clips became an avalanche.

Whitwell eighth-graders came to Washington in March last year to visit the Holocaust Museum. They went home carrying 24,000 more paper clips collected by the Schroeders. Airport security had trouble understanding why a bunch of teenagers and their teachers were transporting boxes and boxes of paper clips to Tennessee.

Linked to the Past

Just a year later, the Holocaust project has permeated the school. The after-school group is the most favored extracurricular activity -- students must compete in an essay contest for its 20 to 25 places. They've become used to being interviewed by local television and national radio. Foreign countries are no longer mysterious, with hundreds of letters bearing witness to them.

The group's activities have long spilled over from Roberts's classroom. Across the hall, the students have created a concentration-camp simulation with paper cutouts of themselves pasted on the wall. Chicken wire stretches across the wall to represent electrified fences. Wire mesh is hung with shoes to represent the millions of shoes the victims left behind when they were marched to death chambers.

And every year now they reenact the "walk" to give students at least an inkling of what people must have felt when jackbooted Nazi guards marched them off to camps. The students are blindfolded, tied together by the wrists, roughly ordered onto a truck and driven to the woods. "I was truly scared," recalls Monica Hammers, a participant in last year's walk. "It made me think, and it made me realize that I have to put myself into other people's shoes."

Meanwhile, the counting goes on. It is daunting. On a late winter day, as the picturesque valley floor shows the first shimmer of soft green, 22 students gather for their Wednesday meeting. All wear the group's polo shirt, emblazoned: "Changing the World, One Clip at a Time." The neat white shirts conform to the school's dress code: solid-colored shirts devoid of large logos, solid-colored pants, knee-length shorts or skirts, worn with a belt. Many of the girls have attached colored paper clips to their collars.

These are no loose-mannered kids -- they reply "yes, ma'am" and "yes, sir." Even lunch in the cafeteria is disciplined and relatively quiet. Yet, there is an obvious and warm bond between students and teachers.

The group's first item of business is opening the mail that has accumulated during the past three days. That takes half of the two- to three-hour meeting. A large package has arrived from Germany, two smaller ones from Austria and more than a dozen letters. Laura Jefferies is in charge of the ledger and keeps a neat record of each sender's address, phone number and e-mail address. One group of students responds to the e-mails sent via their Web site, www.Marionschools.org.

Roberts opens the packages, which have been examined in the principal's office to make sure they contain nothing dangerous. "We've had a few negative letters from Holocaust deniers, but we have never received a threat," says the silver-haired Hooper. "But even if we did, we would go on. We cannot live in fear; that would defeat the entire purpose."

The large package, from a German school, contains about 40 letters, with paper clips pasted onto each page. Roberts sighs. "This is a huge amount of work," she says. "There are days when I wished we could just stop it. But it has gotten way beyond us. It's no longer about us. There is no way we could stop this now."

When the students fall behind, it's Roberts who spends hours sorting and filing.

The students crowd around Roberts's desk and receive a letter at a time. They carefully empty all paper clips onto little piles. Drew Shadrick, a strapping tackle on the football team, is the chief counter and stands over a three-foot-high white plastic barrel, about the size of an oil drum. He counts each clip, drops it into the barrel, keeping track on a legal pad. Two other barrels, which once contained Coca-Cola syrup and were donated by the corporation, are filled to the rim and sealed with transparent plastic. "It takes five strong guys to move one of those barrels," says Roberts.

Against the wall this day are stacks and stacks of boxes. In early February, an Atlanta synagogue had promised 1 million paper clips, and sure enough, a week later a pickup truck delivered 84 boxes bought from an office supply store. Half are still unopened.

All sorts of clips arrive -- silver- tone, bronze-tone, plastic- coated in all colors, small ones, large ones, round ones, triangular clips and artistic ones fashioned from wood.

Then there are the designs made of paper clips, neatly pasted onto letter paper. If removing the paper clips would destroy the design, the students count the clips, then replace them in the barrel with an equal number purchased by the group. The art is left intact.

Occasionally a check for a few dollars arrives. The money goes toward buying supplies. Both Roberts and Smith won teacher awards last year, and their $3,000 in prize money also went toward supplies, and helping students pay for what has become an annual trip to Washington and the Holocaust Museum.

The students file all letters, all scraps of paper, even the stamps, in large white ring binders. By now, 5,000 to 8,000 letters fill 14 neat binders.

The letters are from 19 countries and 45 states, and include dozens of rainbow pictures, and flowers, peace doves and swastikas crossed out with big red bars -- in the shape of paper clips. There are poems, personal stories.

"Today," one letter reads, "I am sending 71 paper clips to commemorate the 71 Jews who were deported from Bueckeburg."

One man sent five paper clips to commemorate his mother and four siblings murdered by the Nazis in Lithuania in November 1941.

"For my handicapped brother," says another letter. "I'm so glad he didn't live then; the Nazis would have killed him."

"For my grandmother," says another. "I'm so grateful she survived the camp."

"For my son, that he may live in peace," wrote a woman from Germany.

Last year, a letter containing eight paper clips came from President Clinton. Another arrived from Vice President Gore, a native of Tennessee, thanking the students for their "tireless efforts to preserve and promote human rights," but including no clips.

Every month, Smith writes dozens of celebrities, politicians and sports teams, requesting paper clips. He gets many refusals, form letters indicating that the addressee never saw the request. But clips came in from Tom Bosley (of TV's "Happy Days" fame), Henry Winkler (the Fonz), Tom Hanks, Elie Wiesel, Madeleine Albright. Among the football teams that contributed are the Tennessee Titans, the Tampa Bay Buccaneers, the Indianapolis Colts and the Dallas Cowboys.

So many clips in memory of specific Holocaust victims have come in that one thing has become clear: Melting them into a statue would be inconceivable. Each paper clip should represent one victim, the students believe, and so a new idea has been hatched.

They want to get an authentic German railroad car from the 1940s, one that may have actually transported victims to camps. The car would be turned into a museum that would house all the paper clips, as well as display all the letters.

Dagmar and Peter Schroeder plan to travel to Germany next week to find a suitable railroad car and have it transported to Whitwell.

They are determined to find such a car and the necessary funding. Like counting the clips, the task is daunting.

Whitwell's Legacy

Whatever happens, for generations of Whitwell eighth- graders, a paper clip will never again be just a paper clip, but instead carry a message of patience, perseverance, empathy and tolerance.

Roberts, asked what she thought she had accomplished with the project so far, said: "Nobody put it better than Laurie Lynn [a student in last year's class]. She said, 'Now, when I see someone, I think before I speak, I think before I act, and I think before I judge.' "

And Roberts adds: "That's all I could ever hope to achieve as a teacher."

She gives this week's assignment: "Tomorrow, I want you all to go and sit next to a person at lunch whom you never talk with, a person that nobody wants to sit with at lunch. I want you to stop one of those people in the hall and say: 'Hi! What'd you do last night?' Now, don't make it obvious -- they may know that it's just an assignment. That would hurt."

Drew pipes up: "Well, I've already tried that, but that kid -- that, you know, he just sits there and stares, what can I do?"

"Keep at it -- don't give up," says Roberts.

Class dismissed.

Latest count: 2,108,622 paper clips. 3,891,378 to go.

Paper clips are gratefully accepted by: Whitwell Middle School, Holocaust Project, 1130 Main St., Whitwell, TN 37397

Journalists Dagmar Schroeder-Hildebrand and Peter Schroeder received hundreds of letters and 46,000 paper clips after writing about Whitwell.Whitwell students sort paper clips, each representing one of the 6 million Jews killed in the Holocaust. Top, Auschwitz inmates after liberation in 1945.Whitwell Middle School Deputy Principal David Smith walks past a display simulating Auschwitz concentration camp.