Acha grains and cashew kernels were processed into flour while prawn was processed into powder. Acha flour was used to substitute wheat flour while a constant percentage of cashew kernel flour and prawn was used as an enrichment in the formulation of breakfast cereals at the ratios of 70:0:20:10, 60:10:20:10, 50:20:20:10, 40:30:20:10, 30:40:20:10, 20:50:20:10, 10:60:20:10 and 0:70:20:10 of acha/wheat/cashew kernel/prawn and labeled A-H samples, respectively. The nutritional, functional and organoleptic properties of the formulated breakfast cereal was studied. The result revealed that the proximate compositions of the breakfast cereals ranged between 3.94-9.46% for moisture content, ash 2.09-2.98%, fat 8.30-15.20%, protein 9.17-14.65%, crude fibre 1.28-1.60%, and carbohydrate 60.97-76.66% with significant different (SD) between some samples and no SD in some other samples. Functional properties' result showed that the bulk density of the breakfast cereals ranged between 0.49-0.55 g/g, water absorption capacity 1.74-2.20 g/ml, oil absorption 0.18 - 1.09g/ml and the least gelation capacity of 2% in all the samples. Based on the 9-point hedonic scale used in the assessment of the organoleptic properties of the breakfast cereals, all the samples were acceptable by the panelists but 40:30 of acha/wheat compared very well with the sample substituted with 0:70 of acha/wheat. This is an indication that acha grains can be a useful raw material in the substitution of wheat while cashew kernel and prawn can be used to enrich the product formulated from the flours of these raw materials. This will increase the utilisation of abundant Nigerian raw materials, reduce the importation of wheat flour and hence, improve the economy of the country.