The pressure to keep kids in class and learning is always present for principals and assistant principals, but students who are removed for inappropriate behavior on a regular or chronic basis are a particular challenge. Such students move through the traditional consequences and quickly exhaust alternative and creative ideas to return them to the classroom. The administrators and faculty and staff members at Nipher Middle School in Kirkwood, Missouri, recognized the need to address the core offenders in the school whose behavior not only was affecting their learning but also was influencing others to behave inappropriately as a means to fit in. Eighteen students in grade 6 and 24 students in grade 7 received 85% of all suspensions and 75% of all in-school suspension assignments at Nipher. These were kids who were failing academically because they could not stay in the classroom long enough to allow quality learning to occur. This article describes three new programs developed by teachers and administrators at Nipher Middle School designed to help stop loss of academic instruction time: Project Momentum, Positive Alternative to the Classroom Environment (PACE), and Leaders in Training (LIT). The solutions are proactive and intended to both prevent and change behavior by fostering relationships among students and between students and teachers. Such relationships help students mold new identities and allow them to view school as a place for success, not failure.