This chapter explore Churchill’s contribution to the development of the British welfare state from the moment he entered the Cabinet in 1908 to his retirement as prime minister in 1955. It begins by examining the attitudes that shaped Churchill’s approach to social policy – a strong sense of the electoral salience of welfare, a desire to promote personal responsibility and self-help and a paternalistic concern for the ‘left-out millions’ – and then traces how these views shaped his policy and rhetoric from the Edwardian period onwards. It argues that Churchill played an important role in establishing social insurance and the ‘national minimum’ as defining concepts for the British welfare state, though the meaning of these concepts became more conservative over time – a shift which echoed Churchill’s own journey from ‘new Liberal’ firebrand to stalwart Conservative. Though Churchill’s interest in social questions was sporadic by the time he became prime minister, his focus on consumption and employment chimed with the instincts of many other Britons, and helped to shape the distinctive policy settlement which emerged during the 1940s and 1950s.