The educational historian Brian Simon is well known for his portrayal of the social and political conflicts surrounding adult working-class education in 19th and early 20th-century England. However, the third and fourth volumes of his classic history of education in Britain, covering the period from 1920 to 1940 and 1940 to 1990 respectively, include very little about adult education. These later volumes, indeed, focus on the development of schooling in these years. Yet during his writing of the fourth volume, begun in the late 1970s and published in 1991, the work of the Italian Marxist Antonio Gramsci was published in English and became widely supported among British Marxists. Simon himself was attracted to Gramsci's ideas because of the possibilities that they seemed to raise for educational and social change, in contrast with the neo-Marxist theories of others such as Michael Young and Pierre Bourdieu. This paper traces the development of Simon's approach to adult education, and offers an explanation for his failure to develop a more fully Gramscian version of the history of adult education.