A project was conducted to build an education and career enhancement system for Pennsylvania's adult population over age 24 that includes all three basic components of a school-to-work program: work-based learning, school-based learning, and connecting activities. The program was opened to unemployed and underemployed adults in two rural Pennsylvania counties. Computer-assisted instruction was an integral part of the curriculum, and portfolios were used to hold students' relevant papers for reference during their future job searches. The program's classroom component was divided into two 8-week phases: career exploration and job search. The work-based component featured planned job training and work experiences, workplace mentoring, and opportunities to learn aspects of various local businesses. Connecting activities included the following: sharing the program's curricula and goals with local business/industry/labor and human resource agencies; linking students to available support services; and matching students with appropriate work-based learning opportunities. Of the 19 adults who enrolled in the program, 16 (84%) completed it. At the program's start, only four students were employed. At the program's end, 13 students were employed, 1 was definitely enrolling in postsecondary education, and 2 were seriously considering doing so. (MN)