Victorian Liberalism and Gladstone's place within it are currently undergoing significant reappraisal; this study is intended as a contribution to such analysis. A detailed examination is made of Gladstone's career in the crucial years, 1345 to 1359. With a view to determining his motives for becoming a Liberal a re-assessment is made of him as a political practitioner and theorist. His Diaries, memoranda and published writings are the chief sources and close attention is paid to the critical observations of his contemporaries. Taking into account the findings of modern Gladstonian scholarship, it is contended that Glaladstome's advance towards Liberalism in these years was seldom a matter of simple, political logic; the adventitious was as frequent a factor in his growth as the planned. In retrospect his entry into the Liberal Government in 1359 can be seen as a decision of great moment. It is here argued that the decision was not necessarily taken for Liberal reasons. An attempt is made to disentangle the complexities of his thought. His attitude towards politics and politicians, his views on Church and State, the discrepancy between his public confidence and his private doubts; these are weighed as determinants of his political orientation. It is concluded that Gladstone, so often a bewildered man in a confused period, became a Liberal not from a sense of vocation but from the need to compromise. His Liberalise was a process of making virtue out of necessity.