This project examined: (1) the skills to be taught in a remedial mathematics program for fifth through eighth grade students (N=40) who are at least 2 years behind in general mathematics at their respective grade levels; (2) guidelines from the educational literature that are appropriate for use by a remedial mathematics middle school teacher; (3) materials appropriate for use in a remedial mathematics middle school program; (4) the impact of a remedial mathematics program on students' mathematics achievement and attitudes toward mathematics; (5) communication skills and techniques needed to improve a remedial mathematics program; and (6) the value of planning in a remedial mathematics program. Achievement data show that the program may be a valuable guide that will develop greater gains for individual students, and this may possibly improve effort and positive attitudes toward mathematics. Attitude data (based on 4 weeks of measuring students' attitudes about themselves and their current remedial program) are also included. Other areas examined are discussed in the literature review section of this study, including teaching suggestions which require only minimal teacher preparation. A description of the remedial mathematics program, student report forms, classroom suggestions, and ideas for conferences are included in the appendices. (JN)