Planners usually justify community participation in terms of benefits to participants, such as claiming democratic rights, getting power, learning, solving problems, and building community. At the same time, community organizations depend on participation for the legitimacy, effort, and money needed to govern and carry out work. Organizations encounter predicaments when they cannot find one group that provides all three. They must choose among imperfect and conflicting participation arrangements, with risks of acting ineffectively or not at all. The article analyzes participation predicaments in planning in a working-class white ethnic community organization and an upper-middle-class Jewish community federation. The latter can raise more money from community members, bur both face similar problems in organizing the participation needed to act.