In this chapter, I explore the perverse dynamics of one field of governing relationships in England: the system of school inspection provided by OfSTED (the Office for Standards in Education). I suggest that this process, and the field of relationships through which it is conducted, are characterised by an emotional intensity at odds with conventional descriptions of rational bureaucratic organisation or claims about the forensic or scientific objectivity of audit and inspection processes (see Power, 1999, and Lindgren and Clarke, 2014, on the significance of ‘forensic’ imagery for school inspection). Yet this form of emotional intensity – what I describe as a circuit of paranoia – is also different from the forms and sites of emotion that have been of growing academic interest. The hard-nosed evaluative process of inspection differs in theory and practice from the ‘therapeutic state’ discerned by Nolan and others (Nolan, 1998). Nor is it a site of ‘emotional labour’ in which the organisation and management of the social is conducted through care or relationship work (after Hochschild, 1983). Rather, I suggest that the form of collective psychopathology visible in the school inspection regime is an unintended (though perhaps not unexpected) effect of a model of governing that seeks to promote continuous improvement, is constructed out of mistrust and surveillance and is conducted through organisational relationships that emphasise governmental, social and professional distance between the inspectors and the inspected. It is perhaps closer to Isin’s understanding of the ‘neurotic citizen’ (2004) as a perverse consequence of neoliberal rule – the anxious subject that forms in the shadow of the incitement to be responsible, independent and empowered.