Following the 2001 state takeover of the School District of Philadelphia, a new governance structure was established and an ambitious set of reforms went into effect, generating renewed public confidence in the district. Despite this, maintaining reform momentum continues to be difficult in Philadelphia. This can be traced to on-going challenges to civic capacity around education. Defined by Stone et al (2001), civic capacity involves collaboration and mobilization of the city's civic and community sectors to pursue the collective good of educational improvement. Using interviews conducted with over 65 local civic actors and district administrators, and case studies of local organizations involved with education, the authors examine civic capacity in the context of Philadelphia. The authors find that while many individuals and organizations are actively involved with the schools, there are several factors that present unique challenges to the development of civic capacity in Philadelphia. Despite these challenges, the authors conclude that there are many reasons to be optimistic and offer several recommendations for generating civic capacity -- the kind that creates and sustains genuine educational change.