Much has been written about the famous public schools of England like Eton, Harrow and Rugby. This paper has as its focus another group of independent secondary schools – the independent grammar schools – that share some of the characteristics of these schools but also differ in important ways. The most noticeable difference is one of class. Whereas the most well-known public schools – like the ones listed above – are clearly upper-class institutions, the grammar schools that are the subject of this paper traditionally served the needs of the middle classes. The growth of the middle class that accompanied England’s industrial revolution inevitably led to a growth in the number and importance of these institutions. This paper presents an historical overview of the development of these schools, focusing on the region of the North West of England. It charts the reasons for the failure to create a normative form of middle-class education based on uniform principles of utility, merit and relevance (as the French lycée and American high school had at least partially done). Instead, independent schools in England insti¬tutionalized the social and cultural fragmentation of the middle class and circumscribed the meritocratic principle to exclude the majority of the population. Defenders of independent schools continue to argue that the high academic standards they are able to set force state-maintained schools to raise their game. The challenge for reformers is how to expand access to these schools without diminishing academic excellence and without draining badly-needed resources from the state sector.