A Youth-Based project is proposed by George Mason University in which the primary goal is to increase motivation, achievement, and exposure to STEM content of students from urban public schools by having them work with scientists and experts to design and build educational games that can be utilized by other students and teachers. The project is a partnership between George Mason University and McKinley Technology High School in Washington, DC. It will include 100 high school students from McKinley and other high schools and 100 middle school students from urban schools. During the academic year the project proposes a 3-week gaming camp which meets four hours each day while the academic year activities include 24weeks of activities for three hours each week. The project introduces fundamental concepts of IT as students develop human animation, multimedia authoring and rapid game prototyping using 3D tools. The project will include hands-on, inquiry-based activities with a strong emphasis on non-traditional approaches to learning and the intensive use of information technologies such as: web-based programming, GIS, architecture, database management, motion capture, LAN network management. The project targets urban traditionally underrepresented students from the Washington, DC area with the vision of being a model for other distance learning efforts.