ABSTRACT In New Mexico, 15.2% of children between the ages of 6-15 are obese, ranking New Mexico 23rd among all U.S. states. Obesity prevalence also increases with age. In 2018, only 13% of New Mexico children ages 2-4 years were obese compared with 32% of adults 18 years of age and older. Likewise for Washington in 2016, 12% of children ages 2-4 years were obese compared to 29% of adults. To address the prevalence of obesity and related diseases such as diabetes, heart disease, stroke, and several types of cancer, programs focusing on increasing opportunities for active living and healthy eating are necessary. Multi-component school-based obesity prevention programs have demonstrated increases in PA and improvement in dietary habits; however, most afterschool programs are short term; evidence is needed to confirm long-term effects. Moreover, programs that involve parents have shown to be more successful in helping children choose healthier behaviors. Therefore, the purpose of this proposal is to pilot test the Healthy Parents and Children Enhancement (H-PACE) program -- a community-engaged research project – through an existing after-school program in Las Cruces, NM and a new partnership in Sunnyside, WA among children 8-11 years of age (3rd- 5th grade). It is expected that implementing the H-PACE program will be feasible and demonstrate clinically important changes in improving children’s lifestyle behaviors. In addition to participating in after-school activities, which will include structural, active play as well as educational lessons and activities, children will take home family-based engaging activities such as fruits and veggies for fun preparation at home with parents. Parents will also be connected to each other and program staff via a private, invitation-only Facebook group, which will provide regular updates on after-school activities and particular family-based weekly assignments. The life skill portion of this program is designed to have lasting impact on children from households of lower socioeconomic status (SES) and their family members. The current pilot project will also enhance the community-academic partnerships between the local school district, New Mexico State University, and Fred Hutchinson Cancer Center to deliver an after-school program that is low cost, mutually beneficial, and sustainable. Proper nutrition and physical activity (PA) are essential parts of overall health. Together, they can decrease the risk of developing obesity as well as related diseases such as diabetes, heart disease, stroke, and several types of cancer. Health disparities associated with active living have led the CDC to call for greater active living programing for children. The current project will address this need in southern NM and the Lower Yakima Valley of Washington by implementing an active living after-school program at four school sites.