Background: The aim of this study was to develop a mindful eating intervention and evaluate potential changes in selected outcomes. The Transactional Model of Stress and Coping was used to guide the curriculum development and selection of evaluation measures. Purpose: The purpose of this study was to test the feasibility and acceptability of implementing a behavioral intervention entitled, "Project MEE (Mindful Eating and Exercise): Feeding Your Mind, Body, and Soul." Methods: Pre-menopausal women, 25-50 years, with a body mass index (BMI) of 25-40 kg/m[superscript 2] participated in the development of the curriculum (n = 13) and initial testing of the final eight-week intervention (n = 18). Selected measures included the Perceived Stress Scale (PSS), Mindful Eating Questionnaire (MEQ), Eating and Appraisal Due to Emotions and Stress Questionnaire (EADES), BMI, waist circumference, blood pressure, and serum hydrophilic (H-AOX) and lipophilic (L-AOX) antioxidant capacity. Paired t-tests were used to assess for significant changes between baseline and follow-up measures. Results: Although PSS scores improved slightly, MEQ scores (p = 0.001), stress-related eating scores (p = <0.001), body weight (p = 0.02), waist circumference (p < 0.001), systolic blood pressure (p = 0.05), H-AOX (p = 0.02), and L-AOX (p < 0.001) improved significantly. Discussion: Project MEE intervention has the potential to reduce maladaptive coping efforts, such as mindless and stress-related eating, and produce changes in health status. Translation to Health Education Practice: Health educators may want to include mindful eating strategies and use this behavioral theory when designing programs for stress-related eating.