Inclusion Criteria:  1 heavy drinking: defined as either [1] an average of more than 7(for women)/14 (for men) standard drinks per week over the past month or [2] one or more heavy drinking episodes (4+ standard drinks for women, 5+ standard drinks for men) 2 chronic pain: defined as non-cancer related pain of at least 3 months duration rated as moderate or greater (past week pain severity rating of 4 or greater on the BPI severity item)  Exclusion Criteria:  psychoactive medication for pain or alcohol use for fewer than 2 months history of bipolar disorder or schizophenia current expressed suicidal intent prior history of alcohol withdrawal related seizures or delirium tremens behavioral treatment for pain or alcohol use in the past 3 months any scheduled surgery within the next 6 months or acute life threatening illness that requires treatment