This paper describes cooperative learning strategies to increase high school and middle school students' motivation for doing well in school. The targeted population consisted of middle school students in a physical education and science classes, and high school students in science, technology, and special education classes. Both schools are located in a middle-class, suburban community in Illinois. Analysis of probable cause data indicated that many students did not participate in class regularly but rather came to school to socialize. Research reports that students with poor motivation are often bored in school and have poor relations with their teachers. Cooperative learning was chosen as the best strategy for intervention following a review of research on strategies to improve student motivation. The results of the actions taken showed a slight increase in targeted behaviors in students. It was noted that students became less dependent on teacher assistance and more cooperative with each other. Evaluation instruments are appended. (Contains 35 references.) (JDM)