This manual is a companion to an earlier one, "Reinforcing Productive Classroom Behavior," that dealt with the use of reinforcement procedures by school personnel as a means for shaping constructive behavior in children. The present pamphlet continues to focus on the behavior influence process, but its topic is modeling and role-playing as applied to classroom settings. Their educational implications have stimulated both general excitement and the development of specific techniques that are relevant to pressing problems in the classroom. Modeling is a process by which responses are acquired through observing the behavior of someone else (the model). When people role-play they enact social roles other than their own. This manual was written to help school personnel use modeling and role-playing in productive ways. Its intended readers include teachers, teachers in training, counselors, and administrators. Its development was guided by both educators and research workers. Although more basic research in modeling is needed, it is clear that it can have powerful impacts and that these can be either for good or ill. This pamphlet describes how modeling can be used to achieve desirable goals. It summarizes the literature on modeling and discusses how teachers and other personnel in the school can use modeling for the benefit of students. (Author/JM)