INMATES THOUGHT TO HAVE ORGANIZED AN UPRISING IN NORTH CAROLINA'S CENTRAL PRISON WERE SEGREGATED FROM THE REST OF THE PRISON POPULATION AND LABELED AS INCORRIGIBLES. TO RESOCIALIZE THESE MEN AND TO MAKE USE OF THEIR DEMONSTRATED LEADERSHIP SKILLS, ABILITY TO COPE WITH IMPRISONMENT, AND EMPATHY WITH THE PROBLEMS AND CONCERNS OF THEIR FELLOW INMATES, A PROGRAM TO TRAIN THE MEN AS COUNSELORS AND TO EMPLOY THEM TO WORK WITH INCARCERATED YOUTHS WHO HAD BEEN LABELED AS INCORRIGIBLES WAS DEVELOPED. FIFTEEN MEN WERE TRAINED IN TWO GROUPS. BOTH TRAINING PROGRAMS WERE BRIEF AND CONSISTED OF AN ACADEMIC COMPONENT FOCUSING ON COUNSELING SKILLS, DISCUSSIONS WITH CORRECTIONAL AND SOCIAL SERVICE PERSONNEL, GROUP SESSIONS, AND COUNSELING PRACTICE. THE TRAINING PROGRAM FOR GROUP 2 WAS MORE STRUCTURED AND SYSTEMATIC THAN THAT FOR GROUP 1. UPON COMPLETING THEIR TRAINING, THE TRAINEES RECORDED COUNSELING SESSIONS WITH ACTUAL CLIENTS. THE TRAINEES' PERFORMANCE WAS ASSESSED IN TERMS OF EMPATHY, RESPECT, AND GENUINENESS, AND COMPARISONS WERE DRAWN BETWEEN THE TWO TRAINING GROUPS AND BETWEEN GROUP 2 TRAINEES AND GRADUATE STUDENTS IN COUNSELING. FACTORS INFLUENCING SUCCESS OR FAILURE IN THE TRAINING PROGRAM WERE ALSO CONSIDERED. THE RESULTS, WHILE NOT CONCLUSIVE, PROVIDE SUPPORT FOR THE USE OF PARAPROFESSIONAL COUNSELORS IN CORRECTIONS. SUPPORTING DATA AND A LIST OF REFERENCES ARE INCLUDED. (LKM)