Malcolm Shepherd Knowles was a key writer and theorist in the field of adult education in the United States. He died in 1997 and left a large legacy of books and journal articles. This thesis traced the development of his thinking over the 46-year period from 1950 to 1995. It examined the 25 works authored, co-authored, edited, reissued and revised by him during that period. The writings were scrutinised using a literature research methodology to expose the theoretical content, and a history of thought lens to identify and account for the development of major ideas. The methodology enabled a gradual unfolding of the history. A broadly-consistent and sequential pattern of thought focusing on the notion of andragogy emerged. The study revealed that after the initial phases of exploratory thinking, Knowles developed a practical-theoretical framework he believed could function as a comprehensive theory of adult learning. As his thinking progressed, his theory developed into a unified framework for human resource development and, later, into a model for the development of self-directed lifelong learners. The study traced the development of Knowles’ thinking through the phases of thought, identified the writings that belonged within each phase and produced a series of diagrammatic representations showing the evolution of his conceptual framework. The production of a history of the development of Knowles’ thought is the major outcome of the study. In addition to plotting the narrative sequence of thought-events, the history helps to explicate the factors and conditions that influenced Knowles’ thinking and to show the interrelationships between ideas. The study should help practitioners in their use and appreciation of Knowles’ works.