The proposed study will use community-based participatory research (CBPR) to implement and examine an emotion regulation skills intervention to reduce risk for anxiety and depression among urban youth. Rates of internalizing disorders in childhood are around 10% and higher among racial/ethnic minority youth and youth living in poverty. Targeting empirically derived processes associated with anxiety and depression may be an efficient and effective way to minimize risks for internalizing symptoms and impairment. Deficits in emotion regulation are associated with anxiety and depression in youth and improve with treatment. We propose to target these emotion regulation mechanisms directly as levers for change. We are collaborating with Miami Music Project, a community after school program, representative of after school programs around the country, that serves minority youth from economically vulnerable communities and whose activities lend themselves well to teaching skills related to emotion regulation. Reflecting a CBPR approach (Training Goal #1), a community advisory structure involving program staff and families will inform all parts of the study (e.g., recruitment, measures, intervention activities, & data analysis) to ensure acceptability, relevance, and generalizability of the research design and findings. A cluster randomized controlled trial will examine feasibility and promise of the emotion regulation skills intervention, with a multi-method approach to measuring emotion regulation (Training Goal #2). Miami Music Project staff (n=10) across 3 sites will be trained and supported in real-time to integrate weekly intervention activities into the standard music curriculum. We will measure emotion regulation and internalizing symptoms for youth (n=90, ages 6-8) at 3 time points. Feasibility will be demonstrated by 80% attendance, weekly activity implementation, 80% staff/students reporting medium-high enthusiasm, and 80% adherence on checklists. Promise will be examined by T- tests and Reliable Change Index scores (Time 1 to Time 2; Time 1 to Time 3) and demonstrated by increases in cognitive reappraisal and emotional awareness, decreases in emotional suppression, and reduced risk for internalizing symptoms over time. Findings will inform discussion with community partners about next steps for programming and research, including a application for a larger intervention trial adequately powered to examine the extent to which emotion regulation operates as a mechanism of change. The proposed training and research plan will form the foundation for a CBPR program of services research supporting mental health promotion for economically vulnerable and ethnic/racial minority youth.