This paper focuses on the policy issue of expanding schooling in a post-apartheid South Africa. The Project of placing about two million children of school-going age in school is viewed as central to the rebuilding of South Africa. The paper argues that this project should be located within the peculiar history of this country's educational underdevelopment. Challenging the constraining influence of the New Right context should be central in conceptualising the provision of expanded school access. Access policy should be based on a notion of educational development that is linked to the overall socioeconomic development of this society. The view is promoted in this paper that a policy of quantitative expansion of schooling should not ignore the quality of such schooling.