Through my engagement with two Seattle-based food justice organizations, my research seeks to understand the ways that race and privilege play out in community food work. I investigate the ways that racial and class difference between activists and community members can influence the activists' ability to improve food access in inner-city neighborhoods, how white privilege and histories of oppression can hinder residents' willingness to participate in community food projects, and how these differences may be overcome by engaging in a care-ethical approach to social justice. Following Rachel Pain's (2003) approach of action-oriented methodologies, I find that my research and social justice activism are deeply intertwined. For poverty, inequality and racism to be addressed in research and in activism, I argue that persons of privilege must also address their own positionality within these spectrums of inequality. I find that there is transformative potential for interracial and interclass alliances to be built amongst the work of food justice, if such projects are led by individuals from within underserved communties.