Fun & Fit is a program designed to create positive physical activity experiences and to promote healthy lifestyle choices among overweight children from low-income African American and Hispanic American families. The program is a collaborative project between Texas Tech University and the Lubbock Independent School District funded through a grant received from the United States Department of Education. The primary goals of Fun & Fit, Phase I were to (1) have participants experience fun and success in physical activities, (2) provide multiple occasions for the children to engage in moderate-to-vigorous physical activity, (3) increase participants' knowledge about nutrition and wellness, and (4) give Texas Tech University students opportunities to hone their teaching skills through participation in a university service-learning course. This article describes the development and implementation of the Fun & Fit program. (Contains 2 figures.)