Educating children in the development of positive attitudes toward health related fitness so that they are motivated to engage in lifetime fitness activities both inside and outside of the physical education class is an ongoing challenge for physical education teachers. This article presents several lesson ideas which have been developed to integrate the development of health-related physical fitness in elementary school children by employing the cooperative learning process. The components identified by Dyson & Grineski (2001) for cooperative learning have been integrated into the development of the lesson ideas outlined in this article.