The paper will explore the assumptions and analysis informing the drafting of a second economy strategy, a process that has been underway under the auspices of The Second Economy Strategy Project: an initiative of the Presidency, based at TIPS. The paper will argue that the concept of 'the second economy' should be seen as a description of the disadvantaged and marginalized end of the South African economy, a product of its history, reproduced and reinforced in new ways today. The paper will focus on how structural inequality and the structure of the economy shape the policy options available to overcome such marginalization, and how this informs the main policy recommendations that are arising from the process.