Seventh grade students in three schools in different communities in the Midwest were described by parents and teachers as not exhibiting acceptable responsibility for their own learning and not showing respect or ownership for their learning environments. This paper describes a program designed for improving these students' responsibility for their learning and behavior. Analysis of probable cause data revealed that students were not prepared for class, did not complete homework assignments, did not accept responsibility for their own behavior, and did not take responsibility for the classroom environment. Current reviews of the literature show that solutions to increasing student responsibility involve creating a positive, caring classroom environment and engaging student learning by establishing meaningful instructional strategies. The goal of modifying the classroom setting was accomplished by creating classroom rules as a group, assigning weekly job responsibilities, and modifying the classroom decor. Changes to the learning environment were made through the use of cooperative learning, multiple intelligence activities, journals, offering choices, connecting with literature themes, and whole class discussions. Analysis of each intervention found that all helped increase students' responsibility for their learning and behavior. Teachers reported enjoying the positive changes in students' attitudes and felt closer to them as a result. Appendices contain research data. (Contains 46 references, 22 appendixes, and 21 tables.) (JDM)