The TSU SHAPE Initiative: Change through Healing, Awareness, Networks, and Gateways to Empowerment (CHANGE) project is a Texas Southern University and Avenue 360 Health & Wellness university and community-based direct service provider partnership. The partnership is designed to expand and enhance access to and treatment of substance use disorders (SUD) and co-occurring disorders (COD) among African American and Hispanic adults (18 and older) in Houston’s Greater 3rd and 5th Ward communities that are at-risk for HIV and viral Hepatitis B and C. Its targeted sub-population for project services include ethnic minority young and older men who have sex with men (YMSM/MSM). The CHANGE project catchment areas are historic minority communities that have and continue to experience disproportionate rates of substance misuse, HIV, and viral hepatitis when compared to those residing in Greater Houston as well as throughout the Greater Houston MSA. Greater 3rd Ward community members are almost three times more likely to report 30-day alcohol use, to report smoking cigarettes daily or some days (49.8%), and less likely to have been screened for HIV despite it being the fourth leading cause of death in this community. Greater 5th Ward community members are reported to follow similar patterns with reported alcohol (almost three times more likely to report) and cigarette (49.9%) use as well as infrequent HIV screening. Unlike Greater 3rd Ward, HIV is the 3rd leading cause of death for Greater 5th Ward community members. To date, African Americans and Hispanics are one of the leading groups susceptible to heterosexually acquired HIV/AIDS and HCV. These risks are exacerbated due to the many social and environmental barriers that include substance misuse, poverty, unemployment and insufficient access to medical treatment. These are social barriers that may influence one’s risk for being homeless and/or unstably housed thus increasing the disparity gap. In effort to work toward reducing health disparities in the targeted population, CHANGE project goals are to 1) Expand SUD/COD screenings and assessment; enhance related supportive services; 3) Increase access to HIV and viral hepatitis testing and case management; 4) Strengthen service navigation and linkage; and 4) Increase treatment engagement and retention. The CHANGE project further commits to delivering four culturally-grounded prevention strategies to include Protocol-based Counseling, Motivational Interviewing, Certified Peer Education Groups, and Strength Through Livin’ Empowered (STYLE). The CHANGE project will serve an annual minimum of 200-450 Greater 3rd and 5th Ward residents for a total of 2,000 unduplicated.