Special Olympics Unified Sports is an innovative program that integrates athletes with and without mental retardation (MR) on the same sports team. There is considerable evidence supporting low levels physical fitness and high percentage of body fat in individuals with mental retardation. As a result it is accepted that people with MR generally do not participate in adequate physical activity. There are few studies on physical activity level of children with mental retardation. PURPOSE: The purpose of this study was to examine the changes in activity levels of member the SO unified soccer organization by measuring movement counts using an RT3 accelerometer. DESIGN: Thirty-six boys aged 12-14 years were recruited from two schools in Antalya. Consistent with the guidance of the Unified Sports Program, about half of the students showed various types and degrees of developmental disabilities. The students with disabilities were identified first, and an equal number of students were recruited to be in the partner group. Each student in the partner group was recruited on the basis of willingness to participate. The Special Olympics Athlete group consisted of 18 athletes (mean age= 14.35 ±1.18). The partner group consisted of 18 athletes (mean age= 13.19 ± 0.79). Procedures: The Soccer practice included a variety of different activities including warm-up exercises, dribbling and shooting drills, running drills, and cool-down exercises. The soccer instruction was organized for 90 min, three times per week, for 8 weeks. The activity levels of the athletes were measured using RT3 accelerometer in the first and final (24th) training practice sessions. RESULTS: The comparison of before and after program activity counts, as measured by the RT3 accelerometer, was significant for both the Special Olympics Athletes, t(15) = 5,28, p=.000 and for the Partners, t(15)= 4.88, p=.000. There was a significant difference between two groups in the first measurement. The Partners had a higher VM count (2512.1±336.3) than the SO athletes (2139.8±346.6) (p=.01). There was no significant difference between the two groups in the final measurement (p=0.11). Conclusion: This results indicate that athletes with and without MR can be coached together in unified Sports Soccer program, and they do appear to benefit from this experience. Keyword(s): adapted physical activity, exercise/fitness, physical activity