This paper presents the results of a large-scale study designed to monitor the impact arising from the introduction of insect-resistant Bt cotton in the Makhathini Flats, Republic of South Africa. Bt cotton provides a degree of resistance to cotton bollworm complex (Lepidoptera). Data were collected on the use of insecticides (type and quantity) as well as the farm-level economics of production from over 2200 farmers in three growing seasons (1998/1999, 1999/2000 and 2000/2001), and the results are discussed within the context of environmental impact brought about by insecticide. Over the three seasons of the study it was clear that Bt cotton provided benefits in terms of higher yield and gross margin relative to farmers growing conventional (non-Bt) cotton, and the benefits were particularly apparent for the smallest producers. Bt growers also used significantly less insecticide than growers of non-Bt cotton. Once quantities of insecticide applied to Bt and non-Bt cotton were converted into a Biocide Index and an Environmental Impact Quotient (EIQ) in order to allow for differences in terms of toxicity and persistence in the environment, it was apparent that the growing of Bt had a less negative impact on the environment. While this points to beneficial impacts on agricultural sustainability there are wider concerns regarding the vulnerability of resource-poor farmers in an area with limited (as yet) marketing options for their product and options for livelihood diversification both within and outside agriculture. Cotton producers in Makhathini are vulnerable as they rely on just one company for inputs (including credit) and for their market. While Bt cotton provides benefits it does not in itself address some of the structural limitations that farmers face.