This article relates key findings from an ethnographic study into the implementation of the Rights-Based Approach in Tanzania. The Rights-Based Approach is a burgeoning approach in international development that emphasises the rights of citizens and the duties of the State to provide services to the poor. By using the theoretical frameworks of Bourdieu and Foucault, the study interrogates the partnership between ActionAid Tanzania and the district government in Southern Tanzania. The study focuses on exercises and practices of socio-cultural, economic, hegemonic and discourse-based power. It argues that the Rights-Based Approach is deeply challenging and involves considerable costs to all stakeholders (the term "stakeholder" denotes all parties that have an interest or are influenced by particular programme or project) and that the discourse of the Rights-Based Approach makes a number of assumptions that this article challenges. (Contains 2 figures and 14 notes.)