Tamara Shepard from Southwest Behavioral Health Management (SBHM) proposed a plan to schools in Venango County, Pennsylvania. School districts would collaborate with mental health agencies to create a school-based integrated classroom model that would combine education and behavioral health interventions in one setting. When she initially presented the idea for the new integrated classroom, Oil City Area School District (OCASD) was the only school willing to develop this idea. Venango County and Family Service and Children's Aid Society (FSCAS) was awarded the contract to work with the school. The intensive classroom was called OC PREP, or Oil City Promoting Re-Education Principles. Shepard described this school-based behavioral health model as ecologically based and employing shared leadership theory (Moxley, 2002). Achieving the common goal of what is best for the student requires commitment, determination, and sacrifice from all those involved in the process. Essentially, this is a model of service that is owned by everybody. The OC PREP program has been developed as a least restrictive, least intrusive, school-based behavioral health intervention. The program serves students who are not autistic but have a DSM mental health diagnosis and are at risk of being placed in alternative educational settings. The classroom can be used in lieu of partial hospitalization and is a step down from a more intensive and restrictive level of care. It can offer a time-limited intervention to provide students with tools and strategies that can be utilized when they transition back to their regular educational placement in their home and community environment. By combining positive interventions of Re-Education, Circle of Courage, and Life Space Crisis Intervention, the program has been successful in transforming lives and futures of very troubled students. (Contains 2 endnotes.)