This report describes a program for improving adolescent social skills in order to reduce inappropriate behavioral choices in the classroom setting. The targeted population consisted of third, fifth, and sixth grade students expanding from lower to middle class communities. The lack of social skills in their learning environment was recorded through teacher observations, student surveys, and conduct referrals. The researchers showed evidence of the problem of the lack of social skills in their learning environment through teacher observations, student surveys, and conduct referrals. Additionally, the researchers reviewed the literature pertaining to probable causes for students displaying behaviors that were inappropriate in the classroom. Researchers reviewed the literature pertaining to solution strategies suggested by knowledgeable others and developed an action plan predicated on the strategies. The literature indicated that students lacked appropriate social skills in the classroom. The researchers used cooperative learning as a strategy for improving the behaviors and social skills of their students. The researchers gathered post data in the form of teacher observations, student surveys, and conduct referrals. The post data indicated an increase in the students' use of appropriate social skills. This determined that the implementation of solution strategies was successful. (Contains 2 appendixes and 80 references.) (Author/JDM)