This report describes a program for improvement of student social skills to include respect for self and others, conflict resolution, and self-control. The targeted population consisted of first, fifth, and seventh graders located in northwestern Illinois. The problems of deficiencies in social skills were documented. Data were collected from discipline referrals, teacher journal entries, and student surveys. Analysis of probable cause data revealed that students lacked social skills in the areas of respect, empathy, self-control, responsibility, and conflict resolution. Review of the literature suggested that students lacked appropriate social skills due to increased negative social pressures. Other causes that were identified were lack of values taught in the home, student mobility, and the fact that social skills were not given the same emphasis as other academic skills. A review of solution strategies resulted in the decision to improve social skills development through the use of children's literature, direct instruction, and cooperative learning. Post intervention data indicated social skills instruction resulted in improved student behavior and conflict management. Classroom teachers reported that students' use of appropriate social skills increased after the intervention. (Contains 30 references, and a table and 5 figures of data. Appendixes contain survey instruments, an observation checklist, and lesson plans for grades 1, 5, and 7 dealing with respect, empathy, self-control, responsibility, and conflict resolution.) (Author/RS)