This thesis examines cultural continuities and changes over time in the education of leaders in Iraq (1921-1968) and Japan (1868-1912), in times when both countries experienced drastic political and social changes. Based on documentary research, the analyses developed in the first narrative, on Japan, describe the modernity projects in the Meiji period, the consequences of the transformation of Shinto and Bushide , and the new forms of the bureaucracy and the education of leaders. The focus is on the changing concepts of merit in Tokugawa and Meiji Japan as these were defined in the education system. Similar approaches are used in the second narrative on Iraq; the thesis describes the continuing roles of Islam and of Arab tribal values as Iraq itself changed. It focuses on the changing concepts of merit in Abbasid, Ottoman, monarchical and republican Iraq. The education of leaders was shaped by struggles over both state and social modernity, renegotiations of cultural traditional values which were based on religious and ethnic values and concepts of merit, and the institutionalisation of these values in the education systems at the state and social levels. While Japan transformed traditional values and concepts of merit by combining them with foreign knowledge, Iraq preserved much of its tradition, resisting modern pressures. Modern state and social developments in Iraq and Japan have been decisively influenced by cultural traditions in political, social, cultural and intellectual contexts. New styles of state and cultural leaders emerged, differing in each country. Rapid change was instituted in Japan and a new, coherent society was constructed, whereas in Iraq changes were slow and fragmented communities were created. As a consequence, the patterns of the education of leaders in the two countries developed different styles and different routes with contrasting long-term consequences.