Mental aerobics is a program designed to enhance the self-esteem and cognitive functioning of older adults in the context of weekly group sessions where the emphasis is on having fun, the cooperative sharing of ideas, and the development of solutions to challenging problems. Loosely based on the creative thinking concepts of the Odyssey of the Mind program, the counselor/facilitator brings to the group puzzles, logical and matrices problems, and both math and word problems to be solved. Older persons who may no longer believe they can produce creative answers and solve such problems are encouraged to believe in themselves by their own successful performance. The program is quite adaptable, and its format can be changed to fit a variety of settings to include integenerational ones.