The geography of race and class in the San Francisco Bay Area has shifted dramatically over the last decade, and suburban poverty is on the rise. The need for social services has grown in communities outside of the urban core, outpacing the abilities of anti-poverty organizations to provide assistance. Using eastern Contra Costa County as a case study, this paper outlines some of the challenges for the current anti-poverty network in suburban locales, and lays out a framework for building capacity to better meet the needs in these urban fringe areas.