Children today appear to be more inactive than ever, spending up to 4 hours a day in sedentary activities. Research suggests children are motivated to participate in physical activity because: 1) they want to develop specific abilities, such as athletic skills, physical fitness, and a positive physical appearance; 2) they want to develop friendships, peer group acceptance, and the approval of significant adults; 3) they want to have fun. Programs designed around these motives could enhance participation in physical activity, increase self esteem, and decrease the anxiety often experienced during athletic competition. With this in mind, CHAMPS was developed to provide exercise and sports instruction, along with education on topics including nutrition, sportsmanship, and building self efficacy using a mentoring model. PURPOSE: To examine the impact of participation in CHAMPS on measures of self-esteem, body image and aggression in 4-5th grade boys. Sixteen 4-5th grade boys were paired with 16 male Elon University student mentors based on similar interests. Following an orientation session for parents and boys, the boys completed the 6 week CHAMPS program with their mentors. CHAMPS consisted of biweekly 1.5 hour sessions. Each session consisted of a group introduction of the day's topic with a facilitator, then pairing up of partners for sports skills instruction/coaching, agility training and topic discussion. A wrap up and healthy snack completed the program sessions. Parents received instruction on educational topics during orientation and additional educational materials via e-mail each week. Prior to and upon completion of the program, the boys completed the Rosenberg Self Esteem questionnaire (SE), the Social Physique Anxiety questionnaire (SP), a subscale of the Eating Disorders Inventory; Body Dissatisfaction (BD), and the Aggression Scale (A). While improvement was seen in all measures, a significant change from pre to post was noted solely in SP (Meanpre = 20.68+ 1.44, Meanpost = 18.71 + 1.27, p <.05). These findings suggest the potential for positive change following participation in the CHAMPS program. Further assessments on future offerings of the program will better illuminate its effectiveness.