Poverty is a condition in which an individual cannot meet his/her life need so that he/she is in a powerless condition. Moreover, poverty befalling women, in fact, affects impacts more severely. This condition is called poverty feminization. High poverty feminization becomes an intermediate problem to cope with immediately. The approach used in coping with poverty feminization is empowerment. This research discussed the attempt of coping with poverty feminization through Integrated Gender-Based Community Empowerment Program (Program Terpadu Pemberdayaan Masyarakat Berbasis Gender = P2MBG) in Surakarta focusing on empowerment process and empowerment level with ?????????????????????????????????????? Surakarta city was selected purposively considering its high Human Development Index not accompanied with Gender Development Index, so that it could be concluded that the development in Surakarta City was still unbalanced. Techniques of collecting data used were observation, interview, and documentation, while data validation was carried out using source triangulation. The result of research showed that women empowerment affected significantly the poverty feminization handling. Women empowerment process consisted of four stages: consciousness raising, capacity building, empowering, and protecting. The next discussion was on empowerment consisting of five levels. The first level was still running so that the welfare level had not been achieved. The next levels: access, awareness, participation, and control, had been achieved. In addition, there was a finding that Self Help Group (SHG) was the spirit (soul) of a long women empowerment process in the attempt of coping with poverty feminization. Keywords: ???????????????????????????????????????????????????????????????????????? P2MBG.