Society tends to have low expectations for the health, employment, and family stability of people living in poverty and disadvantage, reinforced by a body of research focused on risk factors and negative outcomes. This 'deficit model' has pervaded policy and interventions to tackle inequalities in health, in particular in relation to area-based initiatives to improve the health of socio-economically disadvantaged communities. In contrast, the study presented here adopts a positive approach, specifically that of resilience, which we conceptualise as: the process of achieving positive and unexpected outcomes in adverse conditions. Taking account of the critiques of resilience research, we aimed to discover what could be learnt from a health inequalities policy perspective about resilience in poor households in Britain if: a) the voices of people experiencing hardship were heard; b) resilience was conceptualised as a process, rather than as a an individual trait; and c) the social context and conditions that helped or hindered that process of resilience were identified. We interviewed 25 adults with experience of material adversity and 18 social welfare workers with experience of working with people in these circumstances, as well as recording observations at the 13 fieldwork sites in England and Wales. The study provided many "tales of the unexpected" from participants living in disadvantaged circumstances. The participants recounted how they coped with very difficult situations, their achievements in these circumstances, the transitions they had made in their lives and what had helped them along the way. These transitions often occurred contrary to participants' and others' expectations. Interactions that promoted these transitions included family and community support, respectful attitudes and behaviour of service providers, and the chances offered to them to engage in activities that bolstered self-esteem. Recognition of such resilience, however, should complement, rather than detract from, wider societal efforts to reduce the material deprivation in which too many people within the population live.