South Africa has a huge shortage of skilled workers in various fields such as engineering, applied sciences, accountancy, architecture, medicine and law. Mathematics is a requirement for entry in these careers to enable learners to grasp the content of various subjects in these disciplines. Despite that, in South Africa, learners' performance in mathematics is shocking. This article highlights the high failure rate of mathematics in a South African context. It suggests possible causes of learners' poor performance based on the literature. The article brings a socio-cultural theory of learning focusing on the zone ofproximal development as a possible solution in the development of instructional practices. It makes recommendations on what should be done to tackle anticipated problems as suggested in the discussion.