T he origins of fascism remain a major concern to social scientists. Because fascism emerged in societies seeking transitions to democracy, a better understanding of these failed attempts at democratic transitions improves our understanding of both democracy's possibilities and the strengths and weakness of democratic theory. Indeed, theoretical arguments employed to explain fascism have their analogues in theories of democracy. Three arguments have been advanced to explain both democracy and fascism: class, civil society, and rational choice. This research examines the rise of fascism in Italy, 1919-21. The evidence contradicts the class theory of fascism and offers mixed evidence for the civil society theory, while supporting the rational choice theory.Fascism will always be a minority movement. It cannot move beyond the cities.Mussolini (1919) W hat social and economic conditions foster successful transitions to democracy, or conversely, in what circumstances do democratic transitions fail? Social science theory has long held that these questions represent two sides of the same coin: The conditions supporting democracy are found lacking where nondemocratic politics succeeds. For example, civil society theorists tie democracy to a robust civil society, and, using the obverse argument, theorists of fascism cite links between a weak civil society and the rise of fascism. Parallels exist for the class and rational choice theories of democracy and fascism. Thus, the theoretical arguments employed to explain fascism have their analogues in theories of democracy. These three theories-class, civil society, and rational choice-may explain the rise of Italian Fascism, 1919-21, but a fuller understanding of the explanations requires a clear statement of the hypotheses and the construction of adequate measures. E.