The primary purpose of this study was to compare academic achievement and behavioral characteristics of students enrolled in the Career Exploratory Middle School (CEMS), an alternative middle school, with the academic achievement and behavioral characteristics of students in a project called Building and Supplementing Instruction in the Core Skills (BASICS), a dropout prevention program within traditional middle schools. The independent· variable was CEMS. The dependent variables were SRA composite scores, absences, days tardy, grade point average and office referrals. Project BASICS was used as a comparison group. Another purpose of this study was to determine whether or not CEMS and Project BASICS had any effect on selected academic and behavioral criteria. A total of 120 subjects were analyzed from two groups. Each group consisted of 60 randomly selected students. An ex post facto research design was used. Descriptive analyses included mean, media, mode, range, variance and standard deviations. Analysis of covariance was used to determine significant relationships. T-tests were used to compare the performance within both comparison groups. A p<.05 level of significance was used. Based on the Pearson Correlation Coefficient there appears to be a highly positive relationship between student performance in 1986-87 and in 1987-88 for all behavioral variables. The t-test for Grade Point Average (GPA) indicated that the sample means were almost identical within each individual group. All other variables indicated significant within-group improvement. The results suggested that there were no significant differences between the Career Exploratory Middle Schools (CEMS) and project BASICS with regard to Science Research Association (SRA) composite scores, absences, days tardy, GPA and office referrals. This study is designed to compare the effectiveness of two strategies used to reduce the number of dropout-prone middle school students. / Ed. D.