This study focused on understanding why at-risk seventh-grade students often perform poorly in school and how implementing certain strategies can help motivate them to positive classroom performance. The goal was to find ways to help at-risk students become more involved in their schoolwork. Literature has shown that motivation comes from the learner having a clear understanding of the goal or objective, from a feeling on the learner's part that the material is relevant to him or her, and the knowledge that he or she will have the time necessary to master the task. Rather than viewing success as something only "smart" students can obtain, at-risk students must realize that everyone can achieve success if given enough time and help. Results of this study support the literature. This action research, conducted at the beginning of the 2004-05 school year, indicates teachers must choose lesson objectives carefully. By narrowing down class objectives to a few clear goals and tying the learning experiences to the students' personal lives, teachers can help even the most "at-risk" student succeed in school. (Contains 1 table and 3 figures.)