In response to a low passing rate in a general psychology course taught at Howard Community College (MD), as well as to student and instructor dissatisfaction with the course, a systems model was developed and applied to improve course quality. The development of the model involved nine steps: (1) enumerating precise skill objectives which could be applied by the students to everyday life; (2) developing a sequence for objectives from the simple to the complex; (3) analyzing data to determine student characteristics such as age, educational background, and motivation; (4) analyzing student performance to determine success factors; (5) providing systematic course evaluation to assure student feedback; (6) soliciting ideas and suggestions from fellow instructors; (7) utilizing the professional literature, such as the Skinnerian writings on class attendance; (8) utilizing educational psychology to provide optimum student learning; and (9) applying research concerning the goals of learning. The success of this approach has been demonstrated in improvements in the percentage of students who passed the course and in student course/teacher evaluations. The model description concludes with some general comments about its development. (JH)