Was the French Revolution the victory of an all-conquering bourgeoisie that made up the foundation of the nineteenth-century France of the ‘notables’? How far did the older elites of the ancien régime succeed in taking part in the political, social and cultural reordering of the first decades of the new century? This chapter examines the significance of these questions in relation to the construction and legitimation of elite power after the fall of Robespierre. Exploring both political and intellectual developments, it reveals the dynamics which account for the major rupture between the dominance of a republican elite under the Directory, and the foundations of the power of the Empire’s so-called ‘Granite masses’. Study of the various components of elite domination involves not merely scrutiny of the role played by the state, but also of changing attitudes towards the common people, against whom the evolving position of the elite was constructed.