The project is developing a 600 contact-hour college-credit program of instruction and mentoring to draw 200 at-risk students into education and career paths that lead to jobs in highly automated manufacturing. The project is based at the Maricopa Skill Center, located in a low-income neighborhood of Phoenix, Arizona, and targets underserved minorities and women. The program's instructional plan includes 12 multimedia learning modules targeted to the National Skill Standards for Technicians in Highly Automated Manufacturing; hands-on laboratory activities using an innovative, industry-subsidized simulator; intensive student mentoring for college and job options; and an individualized education/employment plan for each student. The project also offers faculty development for some 126 community college and high school instructors and is holding two national demonstrations for college deans/department heads and industry trainers. The teaching core of the Factory Wise project is a realistic simulation of a highly automated manufacturing environment that the partners are creating in Skill Center laboratories. The simulation uses the HAS (Highly Automated System)-200 training system recently developed in collaboration with industry and with support from the Intel Corp. Faculty coach students in working with HAS-200 and Factory Wise materials to learn the concepts, skills, and attitudes they need to succeed in an AAS-degree path or entry-level work in industry. The modules are adaptable to instruction with the full HAS-200, with selected stations of it, or without it. The intellectual merit of the project lies in testing the proposition that close mentoring in a highly interactive learning environment can motivate academically challenged students to choose STEM pathways leading to well-paid manufacturing jobs. The project impacts broadly beyond Arizona by a) leveraging MATEC's curriculum development expertise to provide modules and learning activities to collaborating educational institutions; and b) disseminating an efficient learning and program building model (adaptable for use with and without the trainer, in industries from pharmaceuticals to semiconductors) for motivating difficult-to-reach students to pursue degrees and careers in advanced manufacturing.