There are nearly seven million rural people in the Limpopo Basin, many of whom are poor. They rely mainly on unreliable rainfall to support their mixed crop/livestock smallholder production systems. The poor have few avenues out of poverty and are especially vulnerable to disease and continued inequitable distribution of land and water resources. Infrastructure development and other investments target these communities within and institutional support is uneven and under capacitated. Addressing the needs of these populations and achieving sustainable development and livelihood security will take strengthened institutions working closely with the rural poor to meet their needs in the face of ongoing economic, political and climatic change.