Urban education is a complex system that is often shrouded in stereotypes, labels, and barriers. Service-learning is well-entrenched in suburban institutions, but is a fledgling or grassroots organization in the urban education community. Often, suburban service-learning initiatives have taken the tone of community service in that it is often directed (albeit often inadvertently) at lower socio-economic families (e.g., to help the homeless, fill the food banks for the hungry, participate in clothing drives). Such initiatives leave some urban students feeling disenfranchised, powerless, and dependent. However, critical service-learning in urban schools can provide a connection to the community, as well as a sense of empowerment, confidence, and intrinsic motivation (Mitchell, 2007). When urban students see themselves as vital, powerful participants in giving back instead of being given to, they become critical partners, young leaders, and civically engaged citizens. Therefore, in this article, Pam, a middle school educator, and Tamara, a service-learning partner, examine how a teacher can institute critical service-learning programs in an urban classroom. By highlighting a teacher's intrinsic and extrinsic shifts, practical applications, and students' collaborations and reflections, this article illustrates how to move to critical service-learning in urban contexts. This examination has implications for how specific critical service-learning components can help teachers work with students to move toward socio-emotional growth.