This article is based on a program that was developed by the Center for Healthy Communities (CHC), a community-academic partnership in Dayton, Ohio, that continues to act as a force for change in health professions' education and health delivery, stressing the philosophy of "doing with" instead of "doing for" or "doing to." The Health Action Fund is a grassroots health communications and social marketing program that targets community groups who are involved often in health promotion activities developed by large agencies. However, rather than taking the traditional approach to health promotion and prevention where program development and implementation is left to professionals, a different approach was taken that encourages members of neighborhoods, a community group, or a church to identify a problem and then develop a way to address that problem for their group. The program focuses on neighbors helping neighbors where communities take the lead in health promotion and prevention activities. We discuss in detail the project's innovation, challenges and how they have been addressed, qualitative and quantitative improvements made to the program, and how the program serves as a model for other communities.