Using the Biomedical Sciences Preparatory Program (BioPrep) for illustration, this paper discusses an approach to educational improvement through the development of curriculum that emphasizes experiential learning and the involvement of students in real-life problems. Opening sections describe BioPrep, a program designed to prepare rural high school students for success in college and to encourage them to enter a health sciences career that they will practice in rural Alabama. Components of the BioPrep curriculum development model are defined. They include factors such as curriculum materials, staff development, direct instruction, and individualized study. The paper then discusses the formal cooperative partnership between the University of Alabama and the target schools that implement the BioPrep program. Emphasis is placed on joint responsibility for program development, cooperative problem solving, and the problems and strengths of rural schools. The remainder of the paper covers the development of the BioPrep ninth grade curriculum and the structure and use of the teacher's learning activity guide. Prepared for primary use in the ninth grade biology course, the guide can also be used for an interdisciplinary curriculum incorporating English, math, and social studies. The appendix contains introductory sections of the guide and a complete unit on the basic life processes. (JHZ)