The goal of this research is testing existing frameworks that theorize the barriers to uptake of climate change adaptation (CCA) in municipal governments, and then connecting those barriers to alternative approaches to achieving adaptation within municipal organizations. The alternative approaches are argued to include full-on adaptation planning, a more technically-oriented mainstreaming approach, and a ‘stealth’ approach wherein policies with co-benefits are highlighted without much discussion of climate per se. We interviewed planners in 15 coastal communities in Massachusetts, U.S.A., to inquire into local efforts toward CCA and what they viewed as required to move forward locally. The case studies are suburban and small towns, because these tend to be underresearched and, we argue, if CCA is to influence the majority of U.S. population, it will need to move beyond global cities and into typical suburban and smaller cities and town situations. We use qualitative analysis to characterize the findings on barriers. The most commonly listed are lack of resources, challenges from public support, limitations in the planners’ knowledge and climate information, lack of support from elected officials or state mandates, and opposition from property interests. These largely match what would be expected given previous research, including characterizations of endogenous and external economic and institutional contexts for the communities and the staff – with one major addition. In these municipalities coastal property is largely the province of the very wealthy. Overcoming landowners opposition to changing regulatory regimes is a very significant barrier to implementing, or even discussing, change. The results suggest that the existing frameworks, while quite helpful, need to better address the real politic of coastal land use planning. Given this, it is perhaps not surprising that most communities are using the ‘stealth’ noregrets/ co-benefits approach. Some are undertaking a planning approach framed within hazards planning. Mainstreaming, while popular among researchers and perhaps in larger cities, proves to be more difficult for these smaller cities and towns to do, in part because they have no officially-sanctioned climate projections to use in developing regulations. While the interviews do not demonstrate direct this barrier-this approach outcomes, it nevertheless appears helpful to characterize CCA responses as by plan, by mainstreaming, or by stealth.