This paper considers why the housing subsidy programme in South Africa has had so little impact on poverty reduction despite its scale and generous funding. It discusses how this was linked to the government's conception of housing, the institutions involved and who controlled funding flows for housing. Most government funding went to contractors to build new units "for the poor"; it was assumed that these would replace homes in informal settlements that the poor developed themselves. Despite statements about the government's commitment to the People's Housing Process (PHP), informal settlements were only seen in negative terms and there was no support for incremental upgrading and very little support for low-income households to build their own homes. Meanwhile, the contractor-built houses were usually too small, of poor quality and in locations far from livelihoods and services. The paper ends with suggestions for how the formal institutions of government can learn to support and work with the poor. The incremental approaches of the poor to their own housing and livelihoods can serve as an alternative first principle for conceiving of the challenge of human settlements policy and practice. Furthermore, funding flows and their associated institutions should support people-centred development and institutionalize systems that make the informed participation of residents of informal settlements a pre-condition for state support.