The aim of this study was to undertake a comparative analysis of numeracy performance of Grade 3 learners in the urban and rural primary schools. A secondary analysis of the Systemic Evaluation (SE) survey data that was conducted by the Department of Education in South Africa in 2001 at the Foundation Phase (Grade 3) level of the schooling system was done. It focused on numeracy achievement data and explored the relationship between achievement and gender, age, location, home language and a number of identified equity indicators. The equity factors were explored further with a view to predict learner performance in numeracy. The findings of the descriptive analysis showed that the overall performance in numeracy of Grade 3 learners in rural schools compared to their counterparts in urban schools was not satisfactory. From the exploratory analysis a few of the equity variables (e.g. language, funding, LTSM) were found to have an effect on learner performance in numeracy by location of the school. Only two variables, namely home language (HL) and the number of books in the learner’s home, selected as home background equity factors could be used to predict numeracy performance in the final logistic regression model. The variables in the final model that accounted for pedagogical equity factor variables were availability of computers for teaching, inadequate physical facilities, availability of numeracy reference materials, calculators and others like equipment in the classroom, for example an OHP available for teaching. Copyright / Dissertation (MEd)--University of Pretoria, 2009. / Curriculum Studies / unrestricted