This article analyzes a series of encounters between the Black Panther Party and the U.S. government’s War on Poverty, beginning with the Party’s foundation in a North Oakland anti-poverty office in 1966, and culminating with the resignation of six Party members from elected positions on a West Oakland anti-poverty board in 1973. The essay theorizes these encounters as moments in an antagonistic process whereby the Party sought to separate from and launch incursions into the state’s anti-poverty apparatus, which had been (...) established in the mid-1960s by a discrete stratum of state managers who sought to transform riotous energy into labor-power. This essay understands articles published in the Party’s newspaper, documents from its archive, and records of its community service practice as components of an ideological struggle which sought to reproduce anti-capitalist social relations on an extended scale. On the basis of this historical case study, the essay argues that the autonomy of radical social movement organizations from the state should be understood as a process rather than a status. It shows how social movements which view the state as an enemy can struggle in “close-quarters antagonism” within and against it. It situates this argument in relation to debates within the critical social sciences and state theory, and it considers the political and theoretical repercussions of this hypothesis for radical movements which confront the state apparatus of non-profit organizations today. (shrink)