This dissertation examines the mindset of establishment Louisiana during Huey Long"'s domination of state politics from 1928-1935. As such, it engages the period using a tool other than the Huey Long biography. It utilizes especially manuscript collections, including the T. Harry Williams oral interviews of anti-Longs, the newspaper record, and the secondary literature of the Long period. The character, rhetoric, and actions of several of the most articulate and important establishment anti-Longs are treated, including J.Y. Sanders, Sr. & Jr., Cecil Morgan, Mason Spencer, Hodding and Betty Carter, Hilda Phelps Hammond, and W.D. Robinson. The work makes the following major arguments. Firstly, that anti-Longs intensely although ineffectively opposed the Long program from 1928 and that their touted alternative program of reform was a smokescreen to make deficit-spending to fund infrastructure development institutionally impossible. Secondly, that the 1929 impeachment of Huey Long was caused by establishment opposition to a Long proposed oil tax and that although it shifted establishment rhetoric from a criticism of Long"'s ends to a criticism of his means, the shift was marked by moral and ethical hypocrisy. Thirdly, that the attacks on Long"'s personality which characterized anti-Long rhetoric were rooted in class contempt and alienated the balance of the electorate from anti-Longism. Fourthly, that the comparisons of Long to Hitler and to Mussolini do not stand up to scrutiny but did reflect a deep-seated establishment feeling of entitlement to power and of being bullied and much-abused by Long. Fifthly, that examining the establishment"'s historical memory of the events of the late nineteenth century, especially Reconstruction and Redemption, offers a productive line of enquiry into understanding their mentality, the meaning they attached to the term democracy, and their willingness to consider the legitimacy of political violence. / Alex J McManus