Popular culture in England at the beginning of the Industrial Revolution was largely rural; by the end of the 19th century it had become a mainly urban - and highly commercialized - phenomenon. It had changed from a culture of leisure pursuits related to the church year and blood sports like cock-fighting to one of music hall, seaside holidays and football leagues. Throughout, however, popular culture defiantly resisted the attempts of religious and political reformers to make it serious and rational. This text argues, however, that there was no great cultural watershed as industrialization and urbanization proceeded, and stresses the degree to which pre-industrial popular culture was already commercialized. It also rejects the view that the working class was manipulated and transformed by the capitalist bourgeoisie. Its theme is continuity and survival rather than change. It highlights too the increasing similiarities between the pastimes of the rich and the poor - with middle class habits gradually and spontaneously adopted by the lower classes, while the football and dancing of the lower classes became more popular amongst the wealthy.