This paper will examine student achievement and teacher quality under different policy approaches in five countries (South Africa, Botswana, Mozambique, Tanzania and Namibia) by looking at variables around teaching (goals, methods, teacher experience, training and support) and examining these in light of student performance and school capacity. Using the SACMEQ II data archive, our study compared and described at the national level how pupil characteristics and social context interact with schooling inputs and capacities (e.g. teacher characteristics, school and classroom-level inputs) to impact student performance. While more research in this area is necessary, the findings of this study help us begin to explain how teachers and schools are responding to the complex pressures of school reform - particularly in developing and/or transitional societies and enable us to begin to assess whether and how policies can be designed to improve teaching and learning to facilitate democratic transitions/development.