The creation of a policed society was one of the major developments of the nineteenth century. As recent studies have shown, there was considerable variation from town to town and, while the process was never unproblematic, there were greater difficulties to be overcome in the growing industrial and commercial centres -- Merthyr Tydfil and Wolverhampton as much as Manchester and Liverpool -- than in more tranquil market centres, such as Exeter and York. Exceptionally, new communities came into being, which necessitated the creation of a system of policing where none had existed before. Middlesbrough, with its dramatic growth in the early and mid-Victorian years, was the starkest example of such a town, and the development of policing therein is of particular interest. General discussion of the creation of a policed society in England and Wales focuses on three major issues: first, the nature and extent of the threat posed by the criminal population; second, the chronology of change; and, finally, the extent to which the police were beneficiaries, rather than positive agents of change.