'Good governance' is an evolving and increasingly influential discursive agenda that introduces new ideas about public policy, specifically targeting managerial behaviour and promoting modern administrative strategies. Most scholars agree that as a notion, good governance combines liberal democratic principles with a 'new public management' (NPM) approach to economic policy-making. What is less clear is who the agenda actually targets. In other words, is the good governance agenda aimed at rulers in particular or the broader population? Implicit in the answer is whether good governance concepts are simply useful tools to help build political credibility, or the agents for better managerial and administrative outcomes. In countries with advanced economies, good governance is invariably used to describe corporate and public administration strategies that invoke ethically grounded 'World's best practice' standards and procedures. However, in developing economies, good governance can take on quite different, and often unintended meanings. This thesis finds that in developing countries good governance is being expressed more as a political tool than as substantive practice and policy reform. This is occurring in an increasingly 'post-Washington consensus' environment that explicitly recognises the importance of the social impact of structural adjustment programs and broader issues of human rights. And importantly as far as this thesis is concerned, during Southeast Asia's current economic recovery, good governance has taken on a whole new relevance. This analysis commences from the assumption that good governance is a discursively created phenomenon that can be understood as a complex notion with both structural and ideational elements. The term is couched in a structure that is both economically technical and socially normative. It has overlapping central tenets driven by regulation and the institutional environment, and should not be viewed as a set of constructs in isolation from the context in which it is being used. And it is based on assumptions about common sense attitudes and shared common good objectives. And as this thesis will demonstrate, good governance functions within an unpredictable and often hostile political environment in which powerful actors are learning to use this new discourse to satisfy political expediencies. Put simply, good governance is nourishing a politics of its own. The thesis uses the ASEAN 4 countries of Southeast Asia: the Philippines, Thailand, Malaysia and Indonesia, as individual and comparative case studies. The studies examine how the concept is shaping the institutional structure of these countries, and includes commentary on the role of good governance in the 2004 round of election campaigning. A genealogy of good governance will be developed in these local contexts, and more generally. This will assist in mapping the concept's evolution in relation to development trajectories and local politics. The hypothesis under examination is - that the good governance agendas in the ASEAN 4 states primarily focus on improving representative rule rather than encouraging self-regulation. Two questions in particular are asked in each of the case studies dor the purpose of testing this hypothesis. What defining features of good governance discourse have been instrumental in the emergence of the politics that surrounds the agenda, and how is the discourse used to expand or limit the democratic possibilities theoretically inherent in good governance strategies and processes? These questions are important because they're designed to bring clarity to the intent of government and the role that the governed play in states where good governance is an increasingly important political issue. Good governance is more than merely a set of prescribed policies and practices. It is an agenda that reflects a specific set of 'neoliberal' ideas, predicated upon generally unarticulated assumptions about the universality of modern administrative practices supported by normative behavioural change. And it appears to privilege specific interests with potentially unjust implications for wider social formations. This assertion pivots on the finding that in various ways good governance discourages the advancement of open politics beyond nominal democratic procedures because it is theoretically grounded on governance principles that are not easily transferred to developing countries with diverging political, cultural and historical experience. Nevertheless, the attempt is underway. Ostensibly it is taking a form that is schooling targeted populations in what is 'good' and 'bad' in the economic interest of the nation. However, these efforts don't appear to be succeeding, at least not in the way the international architects of good governance intended. This thesis finds that this 'mentality' transformation project is clearly informed by Western experience. And this informs the theoretical approach of the thesis. Specifically, a 'governmentality' framework is used, largely because it has been developed out of analyses of rationalities of government in advanced liberal societies, in which the objectives of good governance are firmly grounded. And as this expanding research program has seldom been used to study government in developing countries, this thesis also puts a case for using governmentality tools beyond the boundaries of its modern Western foundations.