Objective: A focus on the importance of brain-health factors for the risk of dementia has recently emerged. This study examined the effectiveness of a group intervention designed to help healthy older adults (HOA) integrate positive brain-health related changes into their lives (e.g., increasing exercise, reducing stress). Method: Twenty-one HOAs participated in a 10-week 2-hour psychoeducational group intervention focused on the relationship between the risk of dementia and the following brain-health factors: stress, nutrition, exercise, cognitive and social engagement, sleep, and compensatory strategies. The primary outcome variables included measures of coping, quality of life, and mood. Self-reported engagement in each topic areas was also assessed. Results: At post-test, there were no significant group differences on the primary outcome variables between the intervention and a wait-list control group (N = 22). However, related to the brain-health topic areas, the intervention group endorsed lower levels of stress and greater use of compensatory strategies at post-test compared to the control group. Conclusion: This preliminary data suggests that the intervention was effective in motivating engagement in brain-health factors to improve overall health. Improved performance on primary outcomes may be seen at one-year follow-up. Additional efforts should be made to promote older adults' understanding of the importance of brain-health factor.