Undergraduate students tend to engage in proactive learning once they realise how a learning experience will assist them in establishing successful careers upon graduation. This paper discusses the positive transition in student thinking and behaviour towards proactive learning, achieved through a career placement program; students have grown to regard the placement units as the most important units in the course, rather than just “work experience”, or an irrelevant course component. The placement program in question – The Career and Professional DevelopmentProgram (CPD) – involves undergraduate students from sport and recreation courses. It is a comprehensive, holistic approach with a clear strategy to develop a career culture in the courses; it supports career placements through a combination of career education curriculum, and job and placement email alerts. The CPD is delivered through compulsory units in the second and third year of a course; each unit combines classroom contact of 12 hours with an industry placement of 70 – 380 hours (depending on the course). Students select and arrange their own placements based on their personal career aspirations, identified through prior classroom career education activities. This paper outlines the philosophies that drive the CPD program; describes the structure and management of the program, including liaison with over 600 industry organisations; reveals the pedagogical strategies used to bring students into “career maturity”; and highlights the benefits of the program as perceived by the students.--WACE Asia Pacific Conference, 30 September-3 October 2008, Sydney