The acoustics of a straight annular lined duct containing a swirling mean flow is considered. The classical Ingard–Myers impedance boundary condition is shown not to be correct for swirling flow. By considering behaviour within the thin boundary layers at the duct walls, the correct impedance boundary condition for an infinitely thin boundary layer with swirl is derived, which reduces to the Ingard–Myers condition when the swirl is set to zero. The correct boundary condition contains a spring-like term due to centrifugal acceleration at the walls, and consequently has a different sign at the inner (hub) and outer (tip) walls. Examples are given for mean flows relevant to the interstage region of aeroengines. Surface waves in swirling flows are also considered, and are shown to obey a more complicated dispersion relation than for non-swirling flows. The stability of the surface waves is also investigated, and as in the non-swirling case, one unstable surface wave per wall is found.