The purpose of this article is to describe the results of an action-research, service-learning project aimed at increasing and enhancing urban students' knowledge and motivation to learn. The project was an extension of the students' classroom experience through a community-based, service-learning project. The study sought understanding of how service-learning as an instructional method has the potential to increase student learning and motivation through real-life connections to content and experiential learning opportunities. The study was conducted by a fifth-grade teacher (first author) and guided by a university professor (second author) in the design and implementation of a service-learning, action-research project as part of a school/university partnership at a middle school located in a large urban school district. The results of this study support service-learning as a viable instructional strategy to increase student learning and motivation. Two urban fifth-grade groups of 33 students participated in the study and were taught by the same teacher. One group received traditional instruction as outlined by the core curriculum and the other group received traditional instruction that was augmented with a service-learning project.