Malope is a prolific Setswana linguist and narrative writer. His works of art are acclaimed by scholars such as Sebate (1992), Mashike (1988) and Shole (1997). Some of the books that appeared from Malope’s pen include Mmualebe (1982), Ithuteng Setswana (1991), Thutamedumopuo ya Setswana (1978) and Matlhoko, Matlhoko (1985). While Malope is acknowledged as a major Setswana novelist, short story writer and linguist, not much research has been carried out on the literary importance of his novel. A major contribution has been made by JWP Mashike (1991) through his excellent study on Malope’s short stories in his Master’s dissertation, Tshekatsheko ya dikgankhutshwe tsa ga RM Malope mo go Mmualebe (1988). Again, no research has been done on milieu in any literary work of Setswana, except for Sebate’s (1995) article: A region down to its dust: an examination of setting in Shole’s short stories. In his article, Sebate (1995) discusses the functionality of setting and action as well as setting and characterization with specific reference to JS Shole’s short stories. He looks at objects and words that provide a bigger picture of space, and at how setting normally portrays the prevailing emotional atmosphere. Although Sebate (1995) investigates setting, his examination is specifically concentrated on short stories. It is on the basis of this gap that the present study saw a dire need for a scientific study of milieu in Matlhoko, Matlhoko. In this dissertation, a critical analysis of milieu is undertaken with reference to Malope’s novel, Matlhoko, Matlhoko. Although Heese and Lawton (1988:139) view milieu as an important background against which the events of the novel occur, this stance is considered too general because its main concern is the background of events and not the milieu of contents and the milieu of plot. Kenny (1966:38) tries to solve this problem when he says: <ul> Setting is the element of fiction which reveals to the reader, the where and the when of events, the point in time and space at which events of the plot occur.</ul> This stance is supported by Mojalefa (1995: 22-45) where, in his investigation into content and plot, he demonstrates the difference between the two concepts. Mojalefa supports this distinction by explaining that the four elements of content - events, characters, time and milieu - differ when analysed from the perspective of the plot, because the content elements change to being symbolic if they are analysed in plot. This is the reason why the confusion or disagreement reigns in the definition of the milieu of content and the milieu of plot. The main aim of this dissertation, therefore, is to investigate the milieu of content and the milieu of plot with the objective of drawing a distinction between the two concepts. An investigation into these concepts is done with reference to Malope’s novel, Matlhoko, Matlhoko. The study follows an adapted narratological model of theorists such as Mojalefa (1995) and Groenewald (1991). In terms of this model, a literary text operates on three levels. These are content level, plot level and style level. The model is used in conjunction with Russian Formalism because it is accepted that narratology owes its origin to the Russian Formalists and that Formalism shares similar ideas regarding the notion that a work of art is arranged according to a specific form. The study considers the title of Matlhoko, Matlhoko as very important with regard to the content and plot levels because it links the events of the content coherently, and determines the relationship that exists between all the events. The study also considers theme as the most important component of plot, for it adds coherence to the events of the novel under investigation. The events in Matlhoko, Matlhoko are arranged and linked by means of specific techniques to highlight the author’s intention. Therefore, this dissertation adopts a method of describing and interpreting how milieu helps in the development of plot. In the process of doing so, the study also draws a distinction between the two concepts, ‘define’ and ‘interpret’ so that they are taken as synonyms. Literary terms are defined and events in the novel are interpreted. This method thus leads to a better understanding of milieu of content and milieu of plot as revealed through Matlhoko, Matlhoko. In order to do justice to a critical analysis of milieu in Malope’s novel, Matlhoko, Matlhoko, it is emphasized that a literary text is important, for it is a work of art. It is also determined that if a work of art is analysed with reference to milieu or two elements of content, namely, characters and events, cognizance should be given to the difference that exists between content milieu and plot milieu. Furthermore, milieu is examined as the time of events and place of events, giving greater understanding of how time and place influence actions of characters and direct the reader’s visual imagination.