The purpose of this study is to determine if the ActiPed Pedometer Intervention Program would sustain or improve aerobic capacity or body composition scores over a 12-week period for students ages 8-12 in a school system in East Tennessee. Obesity is an epidemic in Tennessee and in the United States. In fact, Tennessee has the 5th highest obesity rates for youth in the United States. National and State Legislations with physical activity and wellness mandates are being passed at an alarming rate as the need to combat the obesity epidemic is astonishing. The responsibility to decrease the obesity rates in children is falling on schools systems, administrators, school nutrition personnel, and teachers. Therefore, the search for effective programs to fight the "battle of the bulge" in a school setting is becoming increasingly popular. This study focused on the ActiPed Pedometer Program and its effort to increase activity levels of students in a school setting. The local Young Men's Christian Association (YMCA) composed and received a grant from Wellmont Health System to help Activate Bristol and get students moving. The YMCA partnered with the Bristol Tennessee City School System in the fight against inactivity and childhood diabetes implementing the ActiPed Pedometer Intervention Program in January of 2008. Secondary data were collected by the investigator which included pretest and posttest Fitness Tests measures for body composition and aerobic capacity scores for both a treatment and a control group to determine success of the program. There were 310 students in the treatment group and 295 students in the control group for the body composition analysis for students at a healthy weight. The body composition analysis for overweight students included 83 students in the treatment group and 82 students in the control group. The aerobic capacity analysis for students at a healthy weight included 371 students in the treatment group and 323 students in the control group. The aerobic capacity analysis for overweight students included 78 students in the treatment group and 79 students in the control group. Population numbers differed because of missing or incomplete data on students. Base level findings revealed mixed results. Because a successful score is dependent on age and gender, students' scores were analyzed accordingly using Chi Square and Independent t tests. Statistically, the ActiPed Intervention Program did not appear to have a great impact on aerobic capacity scores or body mass index scores for students for the 12-week period. However, all groups had positive mean gains. A significant difference was found for 9-year-old girls in aerobic capacity gains between the control and treatment group. Eight-year-olds, 9-year-olds, and 10-year-olds tended to have more positive results and higher gains than 11 and 12-year-olds.