Paper two analyses the position of teacher educators in England as the pre- and in-service teacher education systems there undergo radical and rapid transformations. The paper first draws on a systematic review of international literature to identify issues about the functions, roles, knowledge bases and identities of teacher educators as workers in teacher education across the world. It then moves to summarise relevant policy changes in teacher education in England, identifying key structural and systemic challenges facing the teacher education workforce. The illustrative data used in the paper is drawn from a large scale, interpretive study of teacher educators, which involved HE- and school-based teacher educators as well as student teachers. These multi-case embedded studies were conducted using established ethical guidelines. In each part of the study, data from a large sample was first collected by questionnaires. Following data analysis, a purposive sample from each group was interviewed to explore resulting issues in more depth. The paper draws together policy analysis, literature review and results from the empirical study to analyse and theorise how teacher educators are responding to these changes. Theorisation deploys the concepts of agency, field and habitus from the work of Bourdieu.