Abstract: As Auckland’s inner-city intensifies, families are moving into high and medium-rise apartments in central and fringe CBD neighbourhoods. For many families, residing in the inner-city is a response to a lack of more suitable, affordable housing elsewhere and the rising transport costs and traffic congestion associated with suburban living. Other parents have sought the convenience and proximity to work and other amenities offered by an inner-city location. Planning policies in the past have not considered the specific needs of parents and children in these environments. However overtures to creating a child-friendly and inclusive inner-city appear in the recently published Auckland Plan. In this paper we report on findings from focus groups with inner-city children 9-12 years conducted as part of the Kids in the City project. As the children talk about their lives, and moving and playing around neighbourhood streets, many describe distress and discomfort as they confront the likes of homelessness, drunkenness, massage parlours and sex shops. A few children also describe strategies for coping with these encounters, an emerging acceptance of difference and pride in becoming streetwise. The findings highlight tensions in creating a child-friendly city which takes account of the developmental needs and sensibilities of children while also aspiring to value diversity, tolerance and inclusiveness.