The Making the Grade with Diet and Exercise (MGDE) program is a school-based environmental intervention that consists of three core components: 1) re-structuring of the school day to provide 15 minutes of teacher-led physical activity each morning, 2) access for all students to a free breakfast program to facilitate sound nutritional practices, and 3) a reversal of the order of lunch and recess. Previous research has demonstrated that this intervention can lead to improved academic performance of students. However, the impact of this intervention on student health variables has not been assessed. Therefore, the purpose of this study was to assess the impact of the MGDE program on student body composition and self-reported physical activity. Body composition was assessed in all students using height and weight measures to calculate body mass index (BMI) and a Tanita TBF-300 leg-to-leg bioelectrical impedance analyzer to determine percent body fat. Physical activity was measured in grades 4-6 using the Physical Activity Questionnaire for Children (PAQ-C). The MGDE program was implemented at a suburban elementary school starting at the beginning of the 2005-2006 school year. Measurements were taken at three time points: beginning of the 2005-06 school year (September), end of the 2005-06 school year (May), and beginning of the 2006-07 school year. Results indicated small but significant increases in both BMI and percent body fat amongst students at the school across all three time points. There was also a significant increase in self-reported physical activity from the beginning to the end of the school year. These results suggest that the MGDE program has the potential to both increase nutritional intake and physical activity of elementary school students. While the increases in self-reported physical activity are promising, further study is needed to determine the long-term impact of the intervention on body weight and composition. Additionally, modifications to the program, such that more emphasis is placed on the physical activity component of the intervention, may be necessary to achieve stronger positive health effects.Keyword(s): elementary issues, exercise/fitness/physical activity, nutrition