This paper cautions that unless there is an opening of political space and a participatory transition, the soon to be independent government risks recreating the kind of centralised, authoritarian and ultimately unstable state it finally managed to escape. The ruling Sudan People’s Liberation Movement (SPLM) cobbled together an important, though tentative, Southern consensus ahead of the January 2011 referendum. But its choke-hold on power and a “winner-takes-all” approach to the transition have since jeopardised those gains. Meanwhile, armed insurgencies, militia activity and army defections highlight internal fault lines and latent grievances within the security sector.