This report discusses the activities and outcomes of an applied dissertation designed to improve gifted middle school students' participation in Quest class activities and academic achievement in Quest class. Students in the target group (n=36) were not achieving at expected levels academically, were not completing in-class assignments or homework assignments at expected levels, and were losing credit on special projects due to not completing them on time. Students lacked adequate self-discipline, interpersonal skills, adjustment skills, and social-support systems. Further, there was limited cooperation and understanding between Quest students/teachers and regular education teachers. A three-pronged intervention was developed to address the issues associated with students' lack of participation and underachievement in Quest class. Support groups were provided for teachers, parents, and middle school Quest class students during a 32-week intervention period. Appropriate materials were selected and modified as needed for use with each of the groups. Topics focused on identifying and changing behaviors associated with issues negatively affecting students' participation and academic achievement. An analysis of the data revealed that student participation and academic achievement in Quest class improved, as did parent support and cooperation/understanding between Quest students/teachers and regular education teachers. Appended are: Quest Teacher Interview Questions; and Informed Consent Form. (Contains 94 references.) (Author/CR)