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This paper argues that changes at all levels of education and training (i.e. learning) policy exemplify a new capitalist state formation. This has been aptly named by US political scientist Philip Bobbitt (2002) 'the new market-state', particularly with reference to its administration or 'governance'. It can be seen especially in the governance of education and training where a new centralised system of contracting or devolving provision to 'non-governmental agencies' has all but replaced the previous 'national system locally administered' (Ainley, 2001). The latter typified the administration of the classic post-war welfare state, which Bobbitt calls the 'nation-state'. Like the former welfare state, the new 'market-state' is also a capitalist state and, therefore, also the means to rule for a persisting capitalist ruling class (Roberts, 2001, pp. 169-192). The new state formation is, however, as different as the former welfare state was in turn from pre-war capitalist state forms in England. This is particularly clear when the new 'settlement' of education and training, imposed by the 1988 Education and 1992 Further Education Acts, is contrasted with the former welfare state 'settlement' established by the 1944 Education Act. In conclusion, implications for opposition to the 'new market-state' are discussed.