With a few exceptions, shales from the Archean Witwatersrand Supergroup (~2800 Ma) in South Africa are depleted in Na, Ca, LILE, REE and HFSE compared to Phanerozoic shales. Cr, Co and Ni are enriched in all Witwatersrand shales and Fe and Mg are high in shales from the West Rand Groups (WRG) and lower Central Rand Group (CRG). Shales from the CRG and uppermost WRG are enriched in Na, Al, LILE, REE, HFSE and transition metals relative to shales from the lower WRG. Chondrite-normalized REE patterns for all Witwatersrand shales are enriched in light-REE and exhibit small to moderate negative Eu anomalies. A positive correlation of REE and Al2O3 contents in the shales suggests that REE are contained principally in clay minerals. Relative to shales from the CRG, shales from the WRG exhibit depletions of Na, Ca and Sr, a feature probably reflecting intense chemical weathering of their source rocks. CIA indices in Witwatersrand shales are variable (chiefly 70-98), even within the same shale unit. Such variations reflect chiefly variable climatic zones or rates of tectonic uplift in source areas with perhaps some contribution from provenance and element remobilization during metamorphism. Compared to present-day upper continental crust, all but the Orange Grove, Roodepoort, and K8 shales appear to have been derived from continental sources depleted in LILE, REE, and HFSE and enriched in transition metals. Computer mixing models based on six relatively immobile elements (Th, Hf, Yb, La, Sc, Co) and four source rocks indicate that the relative proportions of granite, basalt and komatiite increased with time in sediment source areas at the expense of tonalite. The contributions of basalt and komatiite appear to reach a maximum during deposition of the Booysens shale, and granite during deposition of the K8 shales and possibly during deposition of the Orange Grove shales.