A new masculinist managerialism has become increasingly dominant in the marketised further education sector (Leonard, 1998). Recent changes in management discourses and practices in colleges have been described in terms of a move from a rather 'benign' paternalism to an aggressive and 'thrusting' entrepreneuria l managerialism (Whitehead, 1998). This article will draw on case study research in two inner-city FE colleges to explore the ways in which management is performed and perceived, and staff identities constructed within this discursive context. Paternalism, authoritarianism and 'bully-boy' tactics are all evident. Family discourses can be read into the patterns of authority and control, and are indeed sometimes explicitly utilised by staff themselves in their attempts to make sense of organisational relations and the performance of management. Yet it is not only masculine-gendered familial identities that are referenced; mothering discourses are also apparent in the ways in which woman managers and lecturers articulate their activites, values and priorities, and are perceived by others. Such discursive practices can be seen to not only re ect, reinforce and reconstitute gendered power relations and to 'smooth' the transition to the new FE (Prichard & Deem, 1998), but also in many cases to resist dominant masculinist managerial discourses. One difference between the two colleges in this study is the gender balance of the senior management teams. Drawing particularly on feminist and other critical work on organisations and management, the article will explore the ways in which women and men in the study talk about management, and highlight some of the contradictions and tensions apparent within the gendered famialial discourses of control, caring, dependence and independence that have emerged as key themes in this research.