The first objective of the project is to improve the upper-division retention rates of academically talented engineering students who show the highest risk of not completing their degrees. The highest risk students in engineering are the underrepresented women and minorities. The second objective is to improve the recruitment of women and minorities to graduate school in engineering. Each year thirty-five junior and senior engineering students who are at-risk for attrition and five first-year graduate engineering students are receiving scholarship support. Financially needy, academically talented women and minorities are targeted for recruitment. Undergraduate student scholars are selected based on a combination of academic merit and attrition risk factors (financial need, minority status, first generation college student, pre-college preparation, off-campus work, and campus connectivity). Graduate student scholars will be selected based on academic merit, financial need, and underrepresentation in engineering. Student support services include a number of specially designed activities, several of which expand on existing programs. Activities include a one-credit Career Foundations course, mentorship opportunities and training, professional development seminars, undergraduate research opportunities, and service projects.