This article seeks to make a contribution to the history of gender by identifying the character and dynamics of "manliness" in Victorian society. Manliness furnished the common sense of everyday social relations, and was also the subject of sophisticated elite discourse. It permeated all level of society, but in such varying forms that it is not easy to determine what the concept amounted to. The article first describes the principal class variants, before identifying what was always implicit in the word itself, under the headings of physical vigour, courage, self-control and independence. These qualities were usually presented as a guide to the conduct of men in the company of men. But they were fundamentally informed by gender as a relational construct. Victorian manliness only makes sense when seen in the context of a highly polarised notion of sexual character: the implications are particularly striking in the sphere of social morality.