This paper examines post-Apartheid South Africa’s experience with defense and military conversion. The paper details South Africa’s record in dealing with the reduction and/or restructuring of Military Expenditures, Defense Industry Complex, Defense Research and Development, Surplus Weapons, Demobilization, Rationalization and Demobilization of Military Personnel, and Base Conversion. The paper concludes that while South Africa’s post-Apartheid government has made progress in converting the military apparatus, especially with relative and absolute declines in the military’s size and in defense expenditures, certain opportunities have been lost in converting military personnel’s skills and defense resources to civilian purposes.