Cultural adaptation is an important step in the process of implementing health promotion interventions that, having been proven to be effective in one culture, are being applied in another. This study describes the results of a formative investigation to culturally adapt a STI/HIV risk reduction intervention for use in St. Petersburg, Russia. Analyses of data from brief elicitation interviews, focus groups, community experts, and a pilot test of the adapted intervention identified environmental, cognitive-information processing, and affect-motivation factors that needed to be addressed during the adaptation process. The participant/counselor relationship was adapted to reflect a hierarchical (cf. collaborative) relationship in order to accommodate Russian expectations about patient interactions with healthcare experts. Key skills building activities (e.g., identification of personal risk behaviors, role-playing) were approached gradually or indirectly in order to maintain participants' engagement in the intervention, and close-ended questions were added to assist participants in understanding unfamiliar concepts such as "triggers" and self-efficacy. Information about the prevalence of HIV/STI infections and alcohol use included data specific to St. Petersburg to increase the personal relevance of these materials and messages. Intervention components were tailored to participants' risk reduction and informational needs. No gender differences that would have justified adaptation of the intervention approach or content were noted. Examples of specific adaptations and the key issues to attend to when adapting behavioral interventions for use in Russian clinical settings are discussed.