Under the watchful eye of boxing coach Willie Taylor on a recent autumn evening, two Arlington teens jabbed and punched at each other, their arms swinging wildly at times.

When the minute-long sparring session ended, the soft-spoken coach gave the boys some pointers.

"There's some things you need to work on," Taylor explained to one of the teens. "You need to stay relaxed. Stay calm."

The boys, like the 20 other students in the class, paid close attention and gave the seemingly mild-mannered coach what many adults strive to win from young people: respect.

Taylor has been running a boxing program for the Arlington County Department of Parks, Recreation and Cultural Resources for 11 years. The 43-year-old former professional boxer has won over not only his students and colleagues, but also Arlington County police officials, who have stepped up their efforts to get at-risk youths to attend his popular, five-day-a-week after-school training program.

"He has a lot of character, he's been around a long time and he's got credentials," said Lt. Jim Wasem of the Arlington County Police Department. "Some of these kids have had a street life, they're street-savvy and they recognize when someone is going to be a fraud."

Most of the 50 students participating in the boxing program at the Barcroft Fitness Center are there because of word of mouth, or because their parents urged them to get into an exercise program. But about 15 of the students were recruited by police to join the class, Taylor said.

"They've really stepped up," he said. "And I will tell [the police], if I see a kid in the streets, to talk to the parents to get the kid to come to the program."

As gang activity in the county has escalated, police have sought different ways to keep young people from being sucked into the life. Arlington has an estimated 20 gangs with about 115 known members, Wasem said.

"For every known member, there are probably three to five associate members who are on the fringe," Wasem said.

In 1997, the county established GRIP, Gang Resistance Involving Parents. Today, the officers assigned to the unit are using after-school programs to recruit youths who may otherwise engage in illegal activities.

There are a number of after-school activities available. Students who may not be suited for the boxing class are steered toward Boy Scouts, other sports programs, or church-related youth groups.

In Alexandria, the police department works to identify youths who might benefit from extra attention, said Amy Bertsch, a police spokeswoman. Programs include the Alexandria Police Athletic League, whose activities include wrestling, soccer and art.

"We use school resource officers, neighborhood officers and detectives to identify kids," Bertsch said.

In Arlington, officers in the gang unit have stepped up their efforts to encourage more youths to enroll in the programs, particularly the boxing program, Wasem said.

"These are not hard-core gang-banging kids. We certainly don't want to train gang-bangers how to fight better," Wasem said. "These are kids who need more structure and need something to occupy their times. We help the parents figure out how to give them that structure."

Carlos Bonilla, 13, for example, was involved in a gang-related fight last year at Gunston Middle School. A member of the gang unit told him about Taylor's program.

"He asked me if I was interested in boxing, and I said, yeah, I was interested," said Bonilla, who has been taking classes for four months. "He just brought me here."

The benefits have paid off already, the wiry teenager said. "You learn many things, you get a better body, you're in better shape," he said. "And it helps you in other sports."

Fredesvinda Flores, Bonilla's mother, said she has seen positive changes in her son since he began taking Taylor's class.

"He's more responsible," Flores said in Spanish. "He was having a lot of problems last year, but since he started with the program, things have gotten much better."

An officer approached 16-year-0ld twins Lamar and Jamar Small about the boxing class while they were attending a fair recently. The officer even brought the participation application to their home, they said. They've only been in the program for five weeks but say the classes are a better alternative to what they'd otherwise be doing.

"I'd be at home watching TV and being bored," Jamar said. Eleven-year-old Henry Majano, who attends Abingdon Elementary School, heard about the class from some friends. Energetic and talkative, Majano says he was having problems in school last year before he started taking lessons.

"I was getting in a lot of trouble at school -- I was getting into fights with people," he said. "Now I don't fight anymore, I just come here and box. And I'm getting good grades in school."

And there are other benefits. At just 4 feet 3 inches tall, Majano said he was overweight at 90 pounds when he started the classes. He said he's lost about 10 pounds already.

"I've only missed two days since last spring," he said proudly, holding up two fingers. "I try to come every day."

For most students, however, it was their parents or friends who told or encouraged them to take the class as a way to get some exercise or do something after school.

"My parents were looking for a sport for me to do, and they found out about the program at Barcroft," said 14-year-old Yesenia Contreras, one of the few girls in the class. "They said they wanted me to stay in shape."

Taylor said that Contreras could not do a single push-up when she started seven months ago. Now she can do 25.

Taylor says every child is different, and he tailors his approach to their individual needs.

"Every kid is not made the same way," he said. "There are some kids you can yell at, but other kids I know I can't, because I know they're very sensitive."

It is this special connection with students that makes him so successful, said Wilfredo Calderon, a services supervisor for the parks department.

"What makes Willie so effective with these young people is that he has the ability to relate to them on a real level," Calderon said. "He's fairly humble, but he's a strict disciplinarian."

He also gives them confidence.

"He convinces these young men and women that they can be good at this sport," he said.

Taylor can also relate to many of the at-risk kids he helps, since he himself grew up poor and struggled to find himself. Taylor, who grew up in the tough Brooklyn neighborhood of Brownsville -- where former heavyweight champ Mike Tyson also grew up -- was 10 years old when his mother was murdered. He saw friends die from violence throughout his childhood.

"I can connect to them," he said. "I've been through what they've been through -- a hard life." Taylor went on to become a professional boxer. He was known as "The Heat" and won the junior welterweight Mid-Atlantic championship in 1988.

The admiration Taylor's students feel for him is readily apparent. After a recent class, a small group of students waited for Taylor to give them a ride home, something he has volunteered to do. Sweaty and tired, but seemingly satisfied from the strenuous workout, they are overwhelmingly positive when asked what they think of their coach. "He's nice," some say in unison, their faces lighting up.

Taylor said his philosophy is simple. "Every kid that walks in the gym, I feel like they're my kid," he said. "When I realized I could help these kids, it was a blessing."

Arlington police say this kind of mentoring will have a major impact on their efforts to steer young people in the right direction.

"We want to save a lot of heartache down the road," Wasem said. "If we can do some prevention, we can not only save kids who might otherwise get into trouble, but we may be saving other lives, as well."

Yesenia Contreras 14, left, lands a punch while sparring with Ana Lopez, 13. Willie Taylor said Yesenia couldn't do one push-up when she started taking boxing lessons. Now she can do 25 in a row.Willie Taylor ties gloves before a workout, left, and times a sparring match, above right, while Carlos Bonilla, center, and Marvin Gomez, both 13, mix it up.Henry Majano, 11, gets help from Yesenia Contreras, 14, before he spars. He was overweight when he started training but says he's lost 10 pounds.Twins Jamar Small, left, and Lamar Small, 16, jump rope during warmup exercises at Barcroft Fitness Center.