REHABILITATION OF OFFENDERS NECESSITATES THE UNLEARNING OF A VARIETY OF ANTISOCIAL AND INADEQUATE SOCIAL BEHAVIORS AND ATTITUDES AS WELL AS THE SUBSEQUENT LEARNING OF A NEW SET OF BEHAVIORS AND ATTITUDES OF A MORE SOCIALLY ACCEPTABLE AND CONSTRUCTIVE NATURE. GREAT INTEREST HAS BEEN SHOWN IN THE APPLICATION OF BEHAVIOR MODIFICATION METHODS TO AREA OF CORRECTIONS. THE PROGRAM DEVELOPED AT THE NEW JERSEY NEUROPSYCHIATRIC INSTITUTE IS A STRUCTURED GROUP-TRAINING PROGRAM WHICH TAKES PLACE IN EIGHT 2-HOUR SESSIONS. TRAINING GROUPS IDEALLY CONSIST OF 10 TO 12 PARTICIPANTS, WITH TWO GROUP LEADERS. LECTURES, EXERCISES, AND ROLE-PLAYING ACTIVITIES ARE USED. THE FIRST THREE MEETINGS DEAL WITH INNER EXPERIENCE, THE REST WITH OUTER EXPERIENCE. INMATES LEARN SUCH TECHNIQUES AS THE USE OF RELAXATION AND IMAGERY IN COVERT SENSITIZATION AND COVERT DESENSITIZATION. THEY ARE TAUGHT METHODS OF DELIBERATELY CHANGING THEIR BEHAVIOR AND THAT OF OTHERS THROUGH PRINCIPLES FROM BEHAVIOR MODIFICATION, SUCH AS POSITIVE REWARDS. THE IMPORTANCE OF SIMPLE SOCIAL SKILLS LIKE COMPLIMENTING, CRITICIZING AND APOLOGIZING PROPERLY IS EMPHASIZED. TRAINING IN CORRECT ASSERTIVENESS DEALS WITH SUCH BEHAVIORS AS REFUSING ILLEGITIMATE REQUESTS, ASKING FOR THINGS TO WHICH ONE IS LEGITIMATELY ENTITLED, AND EXPRESSING BOTH POSITIVE AND NEGATIVE ATTITUDES AND FEELINGS. THE PROGRAM HAS RECEIVED POSITIVE RESPONSE IN ALL OF THE EIGHT NEW JERSEY CORRECTIONAL FACILITIES WHERE CLASSES HAVE BEEN OPERATING. EVALUATIONS OF THE INMATES WHO HAVE TAKEN THE COURSE HAVE SHOWN POSITIVE CHANGES IN THEIR BEHAVIOR AND ATTITUDES. REFERENCES ARE PROVIDED. (VDA)