7 pages., via online journal, To respond to the high prevalence of obesity and its associated health consequences, recent food research and policy have focused on neighborhood food environments, especially the links between health and retail mix, proximity of food outlets, and types of foods available. In addition, the social environment exerts important influences on food-related behaviors, through mechanisms like role-modeling, social support, and social norms. This study examined the social dynamics of residents' health-related food-shopping behaviors in 2010–11 in urban Philadelphia, where we conducted 25 semi-structured resident interviews—the foundation for this paper—in addition to 514 structured interviews and a food environment audit. In interviews, participants demonstrated adaptability and resourcefulness in their food shopping; they chose to shop at stores that met a range of social needs. Those needs ranged from practical financial considerations, to fundamental issues of safety, to mundane concerns about convenience, and juggling multiple work and family responsibilities. The majority of participants were highly motivated to adapt their shopping patterns to accommodate personal financial constraints. In addition, they selectively shopped at stores frequented by people who shared their race/ethnicity, income and education, and they sought stores where they had positive interactions with personnel and proprietors. In deciding where to shop in this urban context, participants adapted their routines to avoid unsafe places and the threat of violence. Participants also discussed the importance of convenient stores that allowed for easy parking, accommodation of physical disabilities or special needs, and integration of food shopping into other daily activities like meeting children at school. Food research and policies should explicitly attend to the social dynamics that influence food-shopping behavior. In our social relationships, interactions, and responsibilities, there are countless opportunities to influence—and also to improve—health.