Late 18th Britain was experiencing the beginnings of social unrest fueled in part by the American and French Revolutions. The established two class social system was being challenged by the emergence of a middle class seeking something more than traditional agricultural work. While they subscribed to very different philosophies of mind, both Stewart and Mill saw the solution to potential social chaos in a revised educational system that would open the doors to a peaceful development of that middle class. What the new educational system should look like was a direct function of the theory of mind held by the two protagonists. Employing an enlarged Foucaultian framework, this dissertation examines the various forces at work in transforming British society as it prepares for the unanticipated forthcoming industrial revolution. / Ph. D.