In this discussion, I concentrate on Levine’s engagement with the problem of race and racism as it inhabits and grows and complicates clinical treatments with people different from the analyst in matters of race and class and caste. There are radical and painful differences between analyst and analysand, differences that are emotional, social, financial, and professional. Levine’s agenda is to open the painful and often humiliating places of difference and oppression and social possibility when racial differences enter and shape a treatment. In this discussion, using racial theorists like George and Gay, I explore how Levine writes and illuminates the moral and emotional stakes, including shame and guilt, that dominate discourses that cross race and class lines in the consulting room. I consider how Levine’s bravery must be our model for movement and change in analytic work and theory.