Maine Department of Health and Human Services (DHHS) aims to improve Maine’s behavioral health system to expand access to behavioral health services, meet individual and community needs, improve quality of care, and deliver interdisciplinary, integrated behavioral healthcare to any person regardless of diagnosis or ability to pay. To achieve this aim, Maine DHHS will work collaboratively with behavioral health providers, people with lived experience with behavioral health conditions, and state and community partners to design Maine’s Certified Community Behavioral Health Clinic (CCBHC) model. The developed model will be responsive to current and future recipients of care, will strengthen Maine’s behavioral health workforce to meet community needs, and will have an innovative system for payment and quality measurement. This Planning Grant will allow Maine DHHS to fully prepare for the Demonstration Grant opportunity, with the intention of expanding capacity, accessibility of behavioral health outpatient services and rehabilitation, recovery, and peer supports for individuals living with Serious and Persistent Mental Illness (SPMI) and Substance Use Disorders (SUD) and for children living with Social Emotional Disturbance (SED). The priority populations for Maine to identify supportive and connected care within the CCBHC model include service members and veterans, children and adults with SPMI/SED or SUD and co-occurring Intellectual and Developmental Disabilities (IDD), and justice-involved youth and adults; Maine seeks to identify the most appropriate evidence-based practices (EBP) to best meet the behavioral health needs of these populations. The selection of CCBHC services, activities, and EBPs will be informed by a statewide Community Needs Assessment. The selected services and activities will direct the development of a Maine CCBHC cost report, prospective payment system (PPS) methodology, and a CCBHC certification process. Maine DHHS will use its experience and knowledge of value-based and alternative payment models to develop a monthly PPS-2 rate methodology and quality measurement to incentivize high-quality care. In preparation for the Demonstration Grant, Maine will use an application process to identify behavioral health organizations with the greatest readiness to meet the certification requirements. Through the implementation of CCBHCs, Maine intends to develop a statewide CCBHC model and Medicaid PPS that will transform behavioral healthcare delivery in the communities they serve.