Description: The starting point for this paper is a dissatisfaction with much of the rhetoric that surrounds higher education policy as reflected in UK government policy documents, the publications of the Funding Councils and the Quality Assurance Agency, European Commission papers, as well as the material to be found on individual university websites. Grandiose mission and vision statements seek to reconcile a plethora of competing aims: potential conflicts (e.g. between commercialisation and disinterested enquiry, or between 'knowledge' production for RAE purposes and genuine advances in understanding) are obscured under a miasma of soothing language that seems to belong more to the world of advertising and public relations than to the world of learning and scholarship.Among the questions to be considered are the following:· What are the origins of the prevailing discourse?· How is it introduced, developed and sustained?· What techniques are employed in reconciling potential conflicts?· Whose interests does the prevailing discourse serve?· Are other discourses marginalised: if so, how?· How far does the rhetoric accord with the experiences of staff and students? Methodology: A substantial body of earlier work examining the impact of managerial thinking on higher education policy already exists (e.g. Barnett 1994; Scott 1995; Coffield and Williamson 1997). The proposed paper will focus on more recent developments to see how the prevailing discourse has responded to wider economic, social and political events. It will employ the techniques of discourse analysis to examine a selection of key terms that are frequently invoked in policy statements dealing with academic quality, learning and teaching, access and social inclusion, knowledge transfer, staff development, and generic or transferable skills.A particular problem facing critics of the dominant discourse is that they are often portrayed as old-fashioned, harking after a 'golden age' of academia, out of touch with the realities of mass higher education. The paper will address this criticism directly and will seek to show that, on the contrary, it is only by a more honest and rigorous analysis of what we say we are doing, what we actually do and what potentially we might do, that a revitalised academy can be created.[The last para. should be in the Conclusions section but I encountered a technical problem every time I tried to enter text in that field.]