The relationship between the ‘growth of professional society’ and the growth of new universities in England from the later nineteenth century is more often asserted than examined in detail. This article examines the policies towards graduates of three large professions, those of schoolteachers, solicitors, and accountants. The crucial first stage was the growth of an examining society during the second half of the nineteenth century; exams were necessary for almost everything and middle-class children, girls as well as boys, stayed at school longer to take them. This process provided the students both for women's colleges and for the new universities. However, graduate employment remained a problem: solicitors resisted large-scale graduate entry until well into the 1950s, accountants for a decade longer. Teaching was exceptional as a large profession that accepted graduates in large numbers. As a result, the secondary school system produced teachers, who produced university students, many of whom had little option but to return to teaching. This applied to Science as well as Arts students, male as well as female. Secondary school teaching rapidly became a graduate profession, while interwar elementary school teaching moved quite rapidly in that direction. The restricted occupations available for graduates created a vicious circle that significantly restrained the Redbrick universities' opportunities for expansion from their foundation until after 1945. Thereafter, with their traditional intake now going to university, solicitors and accountants were increasingly compelled to accept graduates in large numbers. The post-war growth in student numbers was bound up with a widening of social access to universities, particularly within the middle classes.