The paper analyses poverty and inequality changes in South Africa for the period 1996 to 2001 using Census data. To gain a broader picture of wellbeing in South Africa, both income-based and access-based measurement approaches are employed. At the national level, findings from the income-based approach show that inequality has unambiguously increased from 1996 to 2001. As regards population group inequality, within-group inequality has increased; while between-group inequality has decreased (inequality has also increased in each province and across the rural/urban divide). The poverty analysis reveals that poverty has worsened in the nation, particularly for Africans. Provincially, the Eastern Cape and Limpopo have the highest poverty rates while the Western Cape and Gauteng have the lowest poverty rates. Poverty differs across the urban-rural divide with rural areas being relatively worse off than urban areas. However, due to the large extent of rural-urban migration, the proportion of the poor in rural areas is declining. The access-based approach focuses on type of dwelling, access to water, energy for lighting, energy for cooking, sanitation and refuse removal. The data reveal significant improvements in these access measures between 1996 and 2001. The proportion of households occupying traditional dwellings has decreased while the proportion of households occupying formal dwellings has risen slightly (approximately two-thirds of households occupy formal dwellings). Access to basic services has improved, especially with regard to access to electricity for lighting and access to telephones. On a provincial level, Limpopo and the Eastern Cape display the poorest performance in terms of access to basic services. The paper concludes by contrasting the measured changes in well being that emerge from the income and access approaches. While income measures show worsening well being via increases in income poverty and inequality, access measures show that well being in South Africa has improved in a number of important dimensions.