A description of the focus and objectives of Project B.E.A.M. ("Behavioral Evolvement Through Achievement Management"), which utilized a combination of structured academic success through intensive tutoring and weekly counseling or "rap" sessions, using inexperienced college students from the same racial group as the children taught. Dramatic results were obtained with a 7th and 8th grade junior high school population in terms of uplifting reading scores, reduction of school behavior problems, and an improvement on probationary status of program participants. (EH)