The drive to widen access and participation in higher education is rapidly transforming the sector. Despite this, through an interplay of social, cultural and gender-related factors, students from "widening participation" backgrounds can all too frequently become, within their own institutions, "outcasts on the inside": formally accepted by the university without ever acquiring, still less embodying, the traditional social and cultural advantages bestowed by HE. Thus, the irony of widening participation would seem to be that by entering higher education an already disadvantaged educational "habitus" should be reinforced not transformed. Based on a three-year ethnographic study, this paper explores the factors motivating widening participation students to enrol in higher education, the nature of their experiences, and the extent to which higher education represents an attempt at social repositioning.