As depicted in Scheme 1, the multidentate polymer was synthesized by covalently modifying about 35% of the carboxylic acids of polyacrylic acid (PAA, MW ∼1800) with cysteamine and N-Fmocethylenediamine using diisopropylcarbodiimide (DIC) and N-hydroxysuccinimide (NHS). After deprotection of the amine with piperidine and purification, each polymer molecule contained approximately 3.5 active thiols and 3.0 active amines, as determined via Ellman's reagent and fluorescamine assays (see Supporting Information). For coating QDs, this balanced composition of amines and thiols was found to provide superior monodispersity, photostability, and fluorescence quantum yield compared to either amines or thiols alone. These multifunctional, multidentate polymers are soluble only in strongly polar solvents such as water, DMSO, and DMF. Because the CdTe QDs were prepared in a high temperature organic solvent using hydrophobic ligands (alkylamines, see Supporting Information), it is necessary to first exchange the native ligands with thioglycerol (Scheme 2). These polar monovalent ligands are then replaced with the multidentate ligand. A surprising finding is that stable, compactly coated QDs are produced only after heating (60−70°C) for 1−2 hours in DMSO under inert conditions. It is energetically favorable for the linear multidentate polymer to wrap around the QD in a closed configuration, but this highly ordered structure is kinetically slow to form at room temperature (see Scheme 2), so elevated temperatures are needed to speed up ligand exchange and loop closure.