This essay addresses how to cope with several potential barriers to implementing effective service-learning projects. The discussion builds on experiences of developing and refining service-learning in upper-division communication courses. Difficulties arise in three areas: the institutional and physical setting, student attitudes, and community partners. Challenges in the setting include coping with rural environments with few community resources and with centralized vs. diffused administration of service-learning programs. Student attitudinal issues include reinforcement of existing prejudices, persistent elitism, and misplaced measures of the value of service-learning. Community partner factors address selecting appropriate tasks for student volunteers and dealing with the strains that service-learning places on organizational infrastructure. The paper concludes by reflecting on the most effective ways to integrate service-learning with active civic engagement. Paradoxically, the goal of service-learning may be to render itself unnecessary by developing the social structures to redress social injustice.