Since Brown 1973, the study of the acquisition of the items generally referred to as ‘grammatical morphemes’ has tended to focus on inferring the linguistic and cognitive factors governing the ORDER in which these items reach some designated level of acquisition. What is less often addressed is the PROCESS of acquisition of these common inflections and closed-class functors: how it unfolds, why children learning the same language take such different paths, why some morphemes are harder to learn than others, and why the path to adult performance is so uneven. We adopt a microgenetic approach to these questions, using longitudinal data from two children learning English in extremely different ways. One produces protomorphemic filler syllables from which true grammatical morphemes develop smoothly; the other has no filler syllables and displays a more discontinuous developmental pattern, marked by false starts. The production of particular grammatical morphemes as filler syllables or other precursor forms is influenced by phonological salience, position in the utterance, frequency in the input, and morpheme homonymy. Turning to the growing body of crosslinguistic data on protomorphemes, we then propose eight general attributes of morphological systems which, we predict, will promote or inhibit the emergence of filler syllables during development. Finally, we argue that the pattern of smooth development via protomorphemes and their apparent adult-language analogues requires models/theories of morphology that allow for a state of ‘partial knowledge’ of a morpheme within each level of representation.