This research focuses on a program for improving spelling achievement through an integrated approach using high-frequency words. The targeted population consisted of a third grade class, a fourth grade special education resource class, a sixth grade language arts class, and an eighth grade language arts class. All classrooms were located in rural settings in the Midwest. The problems of inadequate spelling ability were evidenced by teacher observation of students' daily written work and students' inability to retain spelling knowledge for transfer into their writing. Data gathered support the writers' perception of the problem. Traditional basal spelling programs are not geared to promote the transfer of spelling strategies to other subject areas. Research suggests students would be empowered by a program exposing them to explicit strategies based on words that are frequently used in student writing. These findings influenced the researchers in their decision to implement a program based on the embedded model of teaching spelling focusing on high-frequency words. Post-intervention data reflected a significant decline in students' spelling errors. By the end of the intervention the students were well aware that they were expected to spell high-frequency words correctly at all times in all writing. It was apparent that the students were doing a better job of proofreading their work. The data also suggested that students were retaining the correct spelling of words they had studied. Appendixes contain dictation sentences; word lists; and parent, student, teacher, and business pre- and post-intervention survey instruments and tabulations of data. Contains 33 references and 7 figures. (RS)