This presentation describes three preventive and skill building counseling programs implemented by school counselors in an attempt to share their skills beyond the traditional counseling-on-demand role. The Counselor-Directed Relationship Enhancement Training of Underachieving, Poorly Communicating Students and their Teachers program matched in dyads underachieving students, grades 8-12, and teachers to enhance communication skills. A modified version of the Guerney Relationship Enhancement (RE) training program was used in eight 45 minute sessions. Communication skills, e.g., empathy, expression, discourse facilitation, and problem solving were practiced with partners. Modest gains and trends favoring RE dyads were reported. The Helping Youth from Changing Families program placed male and female students from changing families, grades 7-9, in 5-10 member structured counseling groups. Groups met for twelve 45 minute sessions over 3 months. Twenty-eight discussion topics, e.g., personal reaction to loss, "Santa Claus" parents, and visitations, were systematically introduced by the counselor. An attitude measure showed students preferred the structured approach over counseling-on-demand. The Cognitive Restructuring as a Primary Prevention Strategy program taught male and female ninth graders, in four 45 minute sessions, to identify self-defeating thoughts and to replace those thoughts with self-improving ones. The program participants showed increases in self-concept. (BL)