For many students, particularly for those who are at-risk for school failure, an emphasis on instructional strategies without including the resiliency-building factors will not increase academic achievement. Students thrive academically when instructional practices are effective and the environment in which they learn is nurturing and supporting. The "turnaround" school library integrates effective instruction into a supportive, nurturing environment. This chapter provides a framework for creating a "turnaround" school library program to increase the academic success of students who are at-risk for failure. Through nurturing, mentoring and development of individual strengths, the "turnaround" school library program and the media specialist can provide powerful supports for students at-risk for school failure. The chapter begins with a discussion of the factors that predict who is at risk for school failure. The research findings which validate a positive correlation between school library programs and student achievement are summarized, as is the research on resiliency. Principles and practices of a school library program that turns students who are a failing into successes are provided Evidence-based principles and strategies for increasing students' resiliency and competence are described. Media specialists are provided with the principles and a set of strategies for creating a "turnaround" school library program. [For the complete volume, "Educational Media and Technology Yearbook, Volume 34," see ED602586.]