The purpose of this project was to create an interprofessional substance use disorders (SUDs) course that provided health professions students an opportunity to acquire and apply behavior change counseling skills for patients with SUDs with direct observation, assessment, and feedback. The interprofessional SUDs course was offered five times within one academic year as part of a one-month psychiatry clerkship. The course focused on developing empathy and examining personal bias, behavioral change counseling, and recognition, screening, and treatment of SUDs. Students practiced behavior change counseling during the course and with a SUD patient. A faculty member experienced in behavior change counseling assessed students' patient counseling using the validated Behavior Change Counseling Index (BECCI). Seventy-eight students from medicine, nursing, pharmacy, social work, and physician assistant programs completed the one-month course. Fifty-three students counseled a SUD patient. Students' BECCI-rated counseling skills indicated they performed recommended counseling practices and spoke "less than half the time" or "about half the time" when counseling. Ninety-three percent of SUD patients reported a willingness for follow-up care about their substance use after the student-led session with a student. Following participation in an innovative interprofessional SUD course that included behavior change counseling, students demonstrated their ability to apply their skills during training and with a SUD patient. The study demonstrated promising patient outcomes following student counseling.