“…And you think you’re so clever and classless and free… …But we’re still fucking peasants as far as I can see. A working-class hero is something to be…” (Song sung by Marianne Faithfull, 1990). The quote above illustrates the conflict highlighted by this study between workingclass struggle (and possible middle-class exploitation) and working-class hopes and aspirations for a middle-class future. It also reflects the uncomfortable sense of being “between two worlds” and “belonging nowhere” that is described by the mature, working-class women university students in my study. This feeling of being not quite one thing or another is expressed in Lucey, Melody and Walkerdine’s (2002) phrase “uneasy hybrids”. It encapsulates the struggles, conflicts and successes faced by the four women in my study as they attempted to juggle family, study and work commitments, dealt with relationship break-ups, unexpected academic successes, and learned how to adapt to a middle-class environment. The project involved five case studies (although in the end only four were fully used) using a semi-structured interview and additional focus group discussion approach. My participants were four mature working-class women who were currently studying at a New Zealand University. Little research has been done on this demographic, particularly in New Zealand, despite interest generated by the 1980s British film Educating Rita. I compared my findings, in which the key themes were alienation, overwhelming struggle, strategising, and unexpected advantages and successes, with the issues raised in the film. There were some similarities in terms of relationship-break-down and not belonging being part of upward social mobility. However, it appeared the reality of changing class is less tidy, speedy and comfortable than Rita’s filmic ending, where she successfully incorporated her original working-class and new middle-class identities. The literature appeared to support the experiences of my participants who, despite their academic successes, talked about an on-going, disturbing sense of feeling “like a fraud”.