This article examines care-worker hierarchies in South Africa, notably since the HIV/AIDS pandemic and the structural changes it has brought. The nurses, social workers, home-based care workers and volunteers are mostly women, of varying racial, socio-economic, demographic and educational backgrounds; they work in the public, private, and not-for-profit sectors. Recent changes in care provision have brought improved earnings for some, but the “care penalty” remains, and task-shifting because of the epidemic has been mostly downwards, increasing the burden on the lowest paid – or even unpaid – in the worst working conditions, thus increasing inequality between women.