Summary This administrative supplement will test the feasibility and acceptability of a brief (12 week) individualized, Behavioral Activation program focused on decreasing loneliness and increasing social engagement, that will be augmented with a program to increase home exercise and address poor nutrition among persons aging with HIV. It will be delivered by remote coaches. Recruitment will include those ages 50+ with HIV from the UM THRIVE program and other HIV centers in Baltimore as necessary. This work will be accomplished in three stages: Stage 1: We will start with community engagement strategies, such as focus groups with persons aging with a HIV diagnosis and clinical providers, to tailor the intervention. A community engagement team will provide feedback on preferences for delivery mode (telephone, tablet, home, and/or at a community center), recruitment strategies and brochures, measures, other study materials, inclusion of the physical activity and nutrition modules. Stage 2: We will work with HIV clinical and research experts in exercise, nutrition, and psychological functioning to tailor the content of the material and resources for the remote coaches in order to meet the needs of PAWH. Stage 3: Following the community engagement and tailoring the intervention for PAWH, we will pilot test feasibility acceptability with 10 persons ages 50+ living with a HIV diagnosis. This study will test the feasibility of a much-needed intervention to improve functioning and health outcomes among a vulnerable group of older adults. It is a single-group unblinded feasibility study to explore a new intervention to support older people aging with HIV. If this intervention appears to be feasible, acceptable, and to show preliminary evidence of efficacy, we will look be to evaluate it in a phase III efficacy trial. It fits into the scope of the UM-OAIC, which aims to conduct research on the mechanisms that underly the functional impairments associated with prevalent chronic diseases in older people; design novel, efficacious rehabilitation interventions; and translate interventions for implementation and rigorous evaluation outside the clinic (e.g., home, senior center, gym).