Group CBT programs are widely used for assisting teenagers with anxiety, depression and other psychological problems. The majority of reported programs have targeted school or clinical populations however few have specifically targeted adolescents from highly troubled and disadvantaged backgrounds. This paper describes a group CBT program that was developed for teenagers who have not responded well to the formal structures of school and traditional models of classroom management. Problems such as low levels of motivation, poor attention span, learning difficulties, poor impulse control, substance abuse and other mental health problems were common within this population. A number of challenges arose in running the program and several modifications were made in order to make it more relevant to participants. These changes resulted in more rapid engagement with the program, improved cooperation within the group, fewer interruptions and improved rapport. The clinical outcomes associated with the program could not be measured due to difficulties with completing administering self-report questionnaires.