Abstract. Only the liberal (or "open") universities in South Africa publicly opposed the National Government and its apartheid policies, but for the most part only over issues of university and, later, academic freedom. The history of the period is not simply one of conflict between state and universities, however. It is also one of co-operation in, for example, a programme of state-financed university expansion (from which all "races" benefited). This article explores the bases for both conflict and cooperation. These include a degree of government respect for higher education and, on the other hand, the availability to the universities of certain political resources. The universities came under considerable pressure from a repressive government, but the story is not a simple one of good against evil or freedom against totalitarianism. It is both more complex and (in my view) more interesting.