This article examines Care-Not-Cash, a welfare reform measure that replaced cash General Assistance payments for homeless people in San Francisco with in-kind social services. Unlike most welfare reform measures, Care-Not-Cash was framed by proponents as a progressive policy, aimed at expanding social services and government care for poor people. Drawing on primary and secondary documents, as well as extensive interviews, this article examines the historical and political context leading to the passage of Care-Not-Cash. Care-Not-Cash represents a unique example of the way that the policy program of welfare reform is framed at the local level. (author abstract)