By Thomas Fields-Meyer
Updated June 05, 2006 12:00 PM

Don McFall still remembers Latrice Lee when she was 7 years old, a little girl with a big smile from the Denver projects who liked to write stories. Even then, McFall and his cousin Theresa Kinealy, who together had created an after-school program that Latrice attended, saw that she was smart, spirited, a leader. As McFall—a drywall contractor who had gotten into real estate investing—formed a bond with Lee and her younger sister Sonya over the years, he began to think about what more he might do for them and others like them. “Latrice has that personality and strength that’s amazing,” McFall, 64, says. “I saw with her that kids, with support, could make it.”

That thought would prompt McFall to help pay for Lee and Sonya to attend a private high school—and then some. In 1999, after watching Lee grow into a well-spoken teen with a sharp wit, he launched the Challenge Foundation, which has helped pay for tuition, fees and tutoring for 73 other students to attend elite, private middle and high schools at a cost of $150,000 each. So far 20 kids have gone on to college without dropping out. And if McFall and Kinealy needed any further proof that helping promising kids pays off, they had only to watch Lee, now 21, walk across the stage May 20 to collect her degree from St. Mary’s College in Moraga, Calif. She was able to attend on a partial scholarship she won. As Kinealy wiped away tears, Lee thanked her, McFall and his wife, Janis, in a speech at a special ceremony for African-American students. “To my mentor, second mother and friend,” she told Kinealy, “you believed in me before I believed in myself.” Turning to the McFalls, she said, “You opened doors with the means that I would not otherwise have had.” McFall, a laconic man with a mountain-biker’s trim build, says Lee deserves the credit. “She’s done such a great job with her life.”

There were long odds against that when Lee was born, the fourth of five children, to a single mother living in Denver’s tough Five Points neighborhood. Her father died of an aneurysm when Lee was just 2, and her mother struggled to hold down jobs. “My mother had some hard times,” says Lee, “which didn’t let her be there as much as she probably wanted to.” McFall, meanwhile, had many years earlier experienced an epiphany while he was at the deathbed of a close friend. “It made me picture,” he says, “what would I say to the question ‘What have I done with my life?'”

In the after-school program, both McFall and Kinealy—a former nun and schoolteacher—found a kind of calling. McFall played the part of fund-raiser and benevolent dean, who took the kids on ski trips, wangled free braces and glasses and made sure the children had new clothes to wear. “Miss K,” as the children called her, helped with schoolwork, attended teacher conferences and soccer games, bought the girls prom dresses and hosted a surprise 16th-birthday party for Lee. She also doled out discipline—from correcting their grammar to occasionally questioning their choices of friends. “She was like a mother, so she would reprimand me when she didn’t think I was making the smartest decisions,” Lee says of Kinealy. “I called her ‘tough love.’ In the circumstances I was in, if she wasn’t hard on me, I wouldn’t have made it.”

When it was time for high school, Kinealy, now 72, helped Lee apply for a scholarship to St. Mary’s Academy, a Catholic prep school where Lee was one of only four African-American students when she entered. After freshman year McFall and Kinealy persuaded St. Mary’s to pay two-thirds of the tuition costs for students supported by McFall’s newly formed foundation, which would pay the rest and pick up many other expenses, such as fees for athletic uniforms and band instruments. “This has made so much possible for me,” says Jimica Perea, 18, who graduated from St. Mary’s May 20 and will attend the University of Denver. “I have such close ties with Don.” And Latrice’s sister Sonya, now 19, is following in her footsteps by also attending St. Mary’s College on a partial scholarship.

Latrice expects her ties with Kinealy and McFall to last a lifetime. Having spent a semester abroad in Costa Rica and volunteered at a Mexican orphanage earlier this year, she too wants to make a difference in the world. This summer she’ll work as a counselor at the camp she attended summers on scholarship; then she hopes to become a journalist. “I don’t want to come across as a miracle story, because I’m not,” she says. “I was just blessed enough to get the opportunities and I ran with it.”