This chapter outlines the creation and implementation of a third-grade student-initiated, teacher-directed game design project. The project was initially undertaken to address challenges faced within the classroom, including students’ lack of interest and confidence in math and the math program itself. The students decided that they would like to adapt Dungeons and Dragons for their classroom project, which presented a unique opportunity to integrate the content and skill objectives in math, social studies, and writing into the design and play of the game. Students decided which elements of the game to adapt, what steps to take to achieve these goals, and how to play their game. The teacher provided materials, asked questions, and assessed the students’ progress to ensure that these cross-curricula goals were achieved. While all of the students benefited from engaging with this project, significant positive outcomes were observed in many students who struggled in math, reading, writing, and social interaction.