This article analyzes the sociophonetic dynamics of the acquisition of a prestige variety of English in post-apartheid South Africa. New economic and educational opportunities have seen the rapid growth of a Black middle class, whose younger members have increasingly come into contact with what used to be ‘(L1) White South African English’. The article documents the differences among younger Black peoples’ English from the traditional L2 of their parents’ generation, via acoustic analyses of two sets of variables: schwa as a full vowel, and neutralizations of vowel length. At the same time there is considerable internal difference among younger Black speakers in relation to social class and gender. The finding that young Black women are in the lead in acquiring the prestige variety is triangulated with a perception experiment and citations from commentaries in the press and young peoples’ own attitudes.