This study explored the effects of a specific intervention on underachieving and at-risk middle level students. Interventions included: (a) a hands on approach, (b) instruction on multiple intelligences, (c) emphasis on student organizational skills, (d) differentiated instruction, and (e) specific communication techniques. The experimental group consisted of 39 at-risk and underachieving seventh graders and the control group numbered 53 students with varied behavior histories. Using a quasi-experimental design including pretest/post test and control/experimental group comparisons this study measured changes in student academic performance, attendance, behavior, and self-esteem. The researcher employed a paired-samples t test and a t test for independent distributions. Results indicate significant improvement in the areas of academic achievement and behavior. Point bi serial coefficients of association indicate specific improvement for students receiving free and reduced lunch, determining that free lunch status related strongly to errant behaviors prior to treatment but that after treatment, the lunch status was not a significant correlate. The noted improvements may be due to the active and engaging strategies provided by the treatment. Such improvement may help more students find success at the middle level and reduce the number of students who drop out of school before graduation.