In this article, we argue that it is necessary to think of co-operation not simply as a skill, but as a virtue, and consequently that what distinguishes a genuine co-operative pedagogy is that it is about forming habits that are virtues. We begin by examining Richard Sennett's account of co-operation in Together. We find in Sennett's assessment of the predicament afflicting co-operation in contemporary capitalist economies an invitation to reflect on the formation of the co-operative character. In the subsequent two parts of the article we look critically at the dominant value of post-Enlightenment education — the aspiration to create autonomous learners, using the work of Michel Foucault on education. Foucault offers a critique of the manner in which the En lightenment values of transparency, instrumentalism and autonomy create students that are isolated rather than co-operators. However, while isolating the problem of autonomy, Foucault does not provide any overt alternative reframing of the pedagogical experience. Thus, we attempt to reposition the question of autonomy in line with an argument for the benefits of co-operative character: autonomy emerges from co-operation not from isolation. Finally, we offer a brief genealogy of Robert Owen’s early views about educational reform, with the aim of highlighting the ambiguity of his proposals and the legacy they left. We conclude by arguing that it is critical to maintain that co- operation is a phronetic virtue because co-operation goes all the way down through our being: being a co-operator is not a skill but who we are