This study explores the development of service learning from a critical race feminist perspective. It''s context is the University of British Columbia''s (UBC, Canada) exploration of the development and implementation of service learning in general. The central question is, how can UBC develop partnerships with individuals and communities of colour that would support and enhance the well-being of such communities, in a service learning context, when the institution remains a site of white, male and class-based structures, discourses and practices? Through counter-storytelling, women of colour students, staff, faculty and non-university community members relayed their experiences at, and with, UBC. The experiences of systemic exclusion form the basis for the development of a service learning model. According to the study, this innovation must be founded on a transformative view of education with an emphasis on the development of respectful relationships across social hierarchies, institutional transformation from within, and a commitment to co-creating and sustaining just communities in search for a more humane and equitable world.