The goal of this project is to develop a unique and engaging educational game that promotes behavioral modification regarding energy balance-related behaviors (EBRB). The game targets high school aged students attending Alternative Learning (AL) programs through the platform of a serious game. While serious games promoting positive behaviors regarding general nutrition have been developed and successfully implemented for younger students, no examples have been found specifically targeting older teens in AL settings. Few, if any, evidence-based strategies or curricula exist to address EBRB for this population. Because EBRB established in adolescence have a likelihood of continuing into adulthood and impacting weight and health, adolescence provides an important window during which to positively address and modify these kinds of behaviors. The unique formative youth-voice approach to development of this game increases the likelihood of game play that makes learning highly engaging and relevant to the context (social, environmental, cultural) in which the participants live, play, learn and work. Further, participation in and incentives for the development and piloting of this game provides AL youth with an important leadership opportunity which may spark interest in careers related to research, serious gaming or health promotion. Finally, this game has great potential for use by and integration with Supplemental Nutrition Assistance Program-Education (SNAP-Ed) programming in AL settings, through which multilevel approaches (system, environmental, policy) can be implemented to support and reinforce positive behavioral goals. During adolescence, a high quality diet ensuring adequate intake of energy and nutrients is critical to optimize physical growth and development and prevent diet-related chronic diseases that manifest in adulthood including heart disease, cancer and osteoporosis. Lifestyle changes and the drive for greater autonomy in food choice during adolescence can negatively impact eating behaviors and patterns. High school students attending an AL programs are more likely to engage in poor eating and sedentary living practices than students attending a regular high school.