After-school physical activity programs are great opportunities to increase daily physical activity for adolescent youth in urban environments who often do not get the recommended amounts of physical activity needed for health benefits. Black and Hispanic youth in urban environments are particularly under-resourced in not just facilities but opportunities for being physically active during the school week. The lack of structured after-school programming, specifically physical activity programming, in many urban environments has been suggested as a meaningful contributor to the high levels of physical inactivity and risky behaviors among adolescents in urban environments. The purpose of this article is to introduce and describe the components, processes and methods of an innovative after-school program called R.E.A.C.H., which, through positive youth development, aims to positively influence urban adolescents through physical, character and health education.