School-based sexuality education remains a key response to the HIV epidemic. Drawing on findings from an ethnographic study, this study explores how young people engage with sexuality and HIV- and AIDS-related education as it is delivered through the Life Orientation (LO) learning area in South Africa, in order to understand the dynamics that support or hinder engagement. Focus group discussions were held with Grade 9 and 11 learners (aged 14-18 years) from 16 randomly selected public secondary schools across three provincial districts. Results show that enjoyment of LO education was related to perceived relevance and distinctiveness, informal lesson delivery, subjective assessment standards and seemingly minimal effort. However, the perception of reduced effort tarnished the status of LO and young people's motivation to participate. Learner engagement is influenced by a variety of cognitive, affective and behavioural pathways including internalised discourse around HIV and AIDS, gender and sexuality; the quality of youth-educator relations and teaching competencies; peer pressures; and broader cultural dynamics. The cultivation of a learning environment in which young people share and debate their views promotes engagement and critical thinking. In-service and pre-service educator training, structured activity plans and monitoring are recommended to advance the content knowledge and pedagogy of educators.