This is a qualitative study of women and change in the coalfields and nearby mining areas of Southwest Virginia in the Central Appalachian mountains, a peripheral region in a core country at the end of the twentieth century. Intensive interviews with working-class women in grassroots associations explicate women’s experiences in the intersection of social structures of class, gender, and Appalachian ethnicity. Conditions and positions of marginalization are explored through analysis of women’s lives in the family, through work, and in communities. The study also examines grassroots associations as contexts for empowerment, and how women struggle for development and change. A grounded theory of empowerment as a process of coming to personal autonomy through political community is presented as an alternative to the economism and individualism of conventional women in development analysis.