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fort da (2008), 14 (2), 11-35 11
bIoN’s Four PrINCIPles oF meNtal FuNCtIoNINg*

by Thomas H. Ogden, M.D.
Bion’s lifework as a psychoanalytic theorist was the formulation of a the-

ory of thinking. over a span of four decades, virtually every one of Bion’s
papers, books, lectures, clinical seminars, notes to himself (his “cogita-
tions”) involves an effort to develop one aspect or another of that theory of
thinking. Bion experimented with a variety of metaphors (models) in his
effort to capture the nature of thinking and its consequences. The major
metaphors with which he experimented include the idea of the interplay of
the work group and the basic assumption groups; an intersubjective con-
ception of projective identification; the theory of alpha-function; the con-
cept of the container-contained; the theory of L, H, and K linkages and of
attacks on linking; the concept of binocular vision; the grid; psychic trans-
formations; and the concept of “o.”
With a body of work as extensive as Bion’s, i find it useful to state in as
few words as possible what i discern to be the fundamental tenets running
through that work. Bion (1962/1975c), in the same spirit, commented,
“Psycho-analytic virtue lies not in the number of theories an analyst can
command but the minimum number with which he can meet any contin-
gency he is likely to meet” (p. 88). Accordingly, i will begin by stating in a
highly condensed fashion what i think of as “the four principles of mental
functioning” that i believe constitute the core of Bion’s theory of thinking.
My ideas are offered as points of departure for thoughts about Bion’s theo-
ry of thinking, not as end points.
After presenting, in the space of a single paragraph, my conception of
Bion’s four principles of mental functioning, i will go on to discuss at
greater length each of the principles that i have proposed. Finally, i will look
closely at one of Bion’s clinical seminars in an effort to demonstrate some-
thing of the way in which his clinical thinking is informed by his theory of
thinking.
* This article is reprinted from Thomas ogden’s recently published book, Rediscovering
Psychoanalysis: Thinking and Dreaming, Learning and Forgetting. new Library of
Psychoanalysis, London: Routledge, 2008.
Copyrighted Material. For use only by APMpepweb6. Reproduction prohibited. Usage subject to PEP terms & conditions
12 Bion’S FouR PRinCiPLeS oF MenTAL FunCTioning
Bion’s Theory of Thinking
Bion’s theory of thinking is built upon four overlapping and interconnecting

principles of mental functioning: (1) thinking is driven by the human need
to know the truth — the reality of who one is and what is occurring in one’s
life; (2) it requires two minds to think a person’s most disturbing thoughts;
(3) the capacity for thinking is developed in order to come to terms with
thoughts derived from one’s disturbing emotional experience; and (4) there
is an inherent psychoanalytic function of the personality, and dreaming is
the principal process through which that function is performed.
1. The human need to know the truth
organizing Bion’s theory of thinking into four principles of mental func-

tioning is my own device, not Bion’s. So far as i am aware, Bion never used
the term principle of mental functioning in connection with his own work on
thinking. Freud’s (1911) “Formulations on the Two Principles of Mental
Functioning” addresses the way in which psychological development
involves the movement from the dominance of the pleasure principle to the
dominance of the reality principle. Freud believed that in conceiving of psy-
chological development in this way he was “bringing the psychological sig-
nificance of the real external world into the structure of our theories” (p.
218). As will be seen, each of Bion’s four principles of mental functioning
is similarly addressed most fundamentally to the individual’s relationship to
reality. But Bion’s conception of the relationship between reality and think-
ing is quite different from Freud’s. Freud’s two principles begin with the
search for pleasure in the discharge of instinctual tension (the pleasure prin-
ciple) and end with the perception of, and the capacity to adapt to, reality
(the reality principle). each of Bion’s four principles begins not with instinc-
tual pressure but with lived emotional experience in the real world, and ends
with thinking and feeling that experience. Moreover, Bion’s understanding
of unconscious thinking differs markedly from Freud’s idea, in that, for
Freud (1911), the unconscious is characterized by an “entire disregard for
reality-testing” (p. 225), while, for Bion (1967b), “… without [unconscious]
phantasies and without dreams you have not the means to think out your
problems” (p. 25).
in formulating the first of Bion’s four principles of mental functioning, i
THoMAS H. ogDen, M.D. 13
will draw heavily on Bion’s earliest contribution to psychoanalysis,

Experiences in Groups and Other Papers (1959). (Though Experiences in
Groups was published in 1959, the papers included in it were published
much earlier: a “Pre-view” [written in collaboration with John Rickman]
was published in 1943; “experiences in groups” is a set of seven essays that
were originally published between 1948 and 1951; and “group Dynamics:
A Review” was first published in 1952. For the sake of brevity, i will refer
to Experiences in Groups and Other Papers simply as Experiences in
Groups.) in that collection of papers, Bion introduces a radical reformula-
tion of the psychoanalytic conception of thinking and its psychopathology.
What Borges said of his first book of poetry, Fervor de Buenos Aires (1923),
might be said of Bion’s Experiences in Groups: “i feel that my subsequent
writing has only developed themes first taken up there; i feel that all during
my lifetime i have been re-writing that one book” (Borges, 1970, p. 225).
Although i have read Experiences in Groups many times over the
decades, i have recently “rediscovered” this collection of papers. As a result,
the metaphors for thinking that Bion develops in Experiences in Groups
hold a particular freshness for me now, which i hope will vitalize my
attempts to articulate the essential tenets of Bion’s theory of thinking.
(When Bion speaks of thinking, he is always referring to thinking and feel-
ing, which he views as inseparable aspects of a single psychological event.)
Experiences in Groups (1959) is at its core a study of the relationship
between that aspect of “group mentality” (p. 60) that is able to think (“the
work group,” p. 98) and that aspect of group mentality that is unable to think
(the “basic assumption groups,” p. 153). The ideas that Bion develops con-
cerning thinking in groups constitute the foundation of a general theory of
thinking. Bion states that he views the psychoanalytic dyad as a small
group: “The psycho-analytical situation is not ‘individual psychology’ but
‘pair’ [psychology]” (p. 131). Moreover, implicit in Bion’s thinking about
groups is the idea that the individual psyche might be thought of as a group
comprised of different parts of the personality. That intrapsychic “group”
engages in conversations between aspects of the personality that are able to
think and other aspects of the personality that hate and fear thinking. (Bion,
1957/1967a, later develops the idea of intrapsychic conversations between
parts of the personality in “Differentiation of the Psychotic and non-
Psychotic Personalities.”)
Throughout “experiences in groups” (1948-51) — the series of papers

that forms the core of Experiences in Groups — Bion eschews psychoana-
lytic terminology and, instead, invents his own everyday language for dis-
cussing the group experiences that he has observed and in which he has par-
ticipated. For example, Bion does not use the term phantasy to refer to the
shared unconscious beliefs of a group and instead invents his own more
expressive term, basic assumption. The “basic assumptions” are the fearful
orientations to reality that shape group experience so profoundly that it is
inadequate to think of them as mere ideas. They are so basic as to warrant
the term proto-mental — thinking in which “physical and mental activity is
undifferentiated” (1959, p. 154).
Bion describes three types of basic assumption groups — three forms of
group mentality that groups generate in an effort to evade thinking: the
dependent, the pairing, and the fight-flight basic assumption groups. To
evade thinking is to evade the task of coming to terms with, and making
efforts to modify, what is actually occurring both within and outside of the
group. The “dependent” basic assumption group is based on a shared
assumption that the group leader will “solve [all of the group’s] problems”
(p. 82). At the same time, the group adopts an “unshakeable indifference to
everything i [the group leader] say” (p. 83). The group members’ indiffer-
ence to the leader’s ideas derives from the fact that the members are not the
least bit interested in making use of what the leader says for the purpose of
thinking for themselves. Quite the contrary, the group opposes thinking and
insists on simply waiting for the leader to magically set things right.
Thinking and making use of one’s thoughts to try to effect changes in the
real world are the leader’s responsibilities, not theirs. interpretations are
more likely to be met by “awe than a pause for thought” (p. 85).
The “pairing” basic assumption group is based on a jointly held assump-
tion that two members of the group will produce “a Messiah, be it a person,
idea or utopia” (p. 152) who (or which) will rescue the group from their
feelings of destructiveness, hatred, and despair. Again, the group members
steadfastly oppose doing any psychological work of their own and, instead,
wait to be saved.
The “fight-flight” (p. 153) basic assumption group holds the proto-men-
tal and unconscious belief that all of the group’s problems can be solved by
means of fighting or taking flight from an enemy. neither fighting nor flee-
ing requires any thinking on the part of the group. Thus, for all three types
of basic assumption groups, genuine thinking is replaced by magical think-

ing. This allows the group, at least temporarily, to evade reality rather than
attempt to think about it and modify it.
The basic assumption groups reflect the group’s “hatred of learning by
experience” (p. 86) as well as its “hatred of a process of development”
(p. 89). These fears and hatreds are born of the group members’ fears of
emotional experience “for which they do not feel prepared” (p. 82). in other
words, the basic assumption group mentalities are founded on the wish to be
able to arrive “fully equipped as an adult fitted by instinct to know without
training [i.e., without having to learn from experience] or development
exactly how to live and move” (p. 89) as a mature adult. The group fears and
hates the fact that immaturity is an inescapable part of the human condition
and that the processes of learning and maturing require that one tolerate
feelings of not knowing, of confusion, and of powerlessness.
And yet, despite the fact that we are powerfully drawn to magical solu-
tions (forms of non-thinking), for Bion, groups (and individuals) are at their
core “hopelessly committed to a developmental procedure” (p. 89), i.e., to
thinking, learning from experience, and growing up. This commitment
reflects what Bion believes to be a need that is perhaps the most powerful
of all human strivings: the need for truth.
it is almost as if human beings were aware of the painful and

often fatal consequences of having to act without an adequate
grasp of reality, and therefore were aware of the need for truth
as a criterion in the evaluation of their findings [perceptions].
(1959, p. 100)
… a sense of reality matters to the individual in the way that

food, drink, air and excretion of waste products matter.
(1962/1975c, p. 42)
in other words, thinking that lacks an “adequate grasp of reality,” an ade-

quate sense of the truth (for example, each of the various forms of magical
thinking employed by the basic assumption groups), is useless in one’s
effort to learn from experience and to grow psychologically. Magical ideas
cannot be linked with other ideas in the process of generating a line of
thought that one can use to solve emotional problems that arise in the course
of a life lived in the real world. one cannot construct a line of rational
thought on a foundation of ideas generated for the purpose of evading the
truth. instead, the individual or group remains in a solipsistic world of mag-

ical thinking — “thinking” that is based on the idea/wish that one creates the
world as one goes. A magical world is simultaneously an ideal place and a
nightmare: one cannot learn or grow; one is damned to live in an eternal, sta-
tic, directionless present. Bion interpreted a patient’s fearful use of magical
thinking by saying, “What a shame it is that you have been reduced to
omnipotence” (grotstein, 2003, personal communication).
The human need for truth leads us ultimately to loosen our reliance on the
illusion or delusion of safety that is provided by magical thinking, and to
attempt to engage in genuine thinking — thinking that confronts reality in
its full, unforgiving alterity. only by means of such a confrontation with the
truth in the act of thinking is it possible to do something with (to learn from
and efficaciously attempt to modify) the reality of one’s lived emotional
experience. For Bion, the human need to know the truth of one’s experience
is the most fundamental impetus for thinking. This conception of thinking
constitutes the first and most fundamental of what i am calling Bion’s four
principles of mental functioning.
Closely tied to Bion’s first principle of mental functioning are three ideas
that are critical to Bion’s theory of thinking. The first of these is the idea that
non-thinking (i.e., evasion of thinking) and genuine thinking are inseparable
and, in fact, depend upon one another. For example, the thinking performed
by the work group (the group mentality in which genuine thinking may take
place), on the one hand, and the various forms of magical thinking that char-
acterize the basic assumption groups, on the other, constitute two facets of
a single experience. Primitive fears of learning by experience and of emo-
tional development are the very experiences from which a group learns
about itself and develops. in the absence of the painful psychic reality con-
stituted by these primitive fears, we would have nothing to think about and
nothing to learn from: no “therapy could result unless these psychotic pat-
terns [the basic assumptions] were laid bare [regardless of how psychologi-
cally healthy the members of a group may be]” (Bion, 1959, p. 181). The
essence of “developmental conflict” (p. 128) from which the group grows is
“the painful bringing together” (p. 128) of the reality of the primitive (the
“psychotic” basic assumption beliefs, fears and hatreds) and the “sophisti-
cated” (p. 128) (the capacity for genuine thinking). in other words, mature
thinking is generated in response to our most archaic fears.
The second of Bion’s ideas that is closely associated with his first princi-
ple of mental functioning is the notion that genuine thinking requires a tol-
erance for not knowing, a tolerance for “being in uncertainties, mysteries,
doubts, without any irritable reaching after fact and reason” (Keats, 1817;
quoted by Bion, 1970/1975a, p. 125) genuine thinking, though driven by
the need to know what is true, is at the same time characterized by a firm
recognition that conclusions are always inconclusive, endings are always
beginnings: “every emotional experience of knowledge gained is at the
same time an emotional experience of ignorance unilluminated” (Bion,
1992, p. 275). This aspect of Bion’s theory of thinking culminated in his
concept of “o” (1970/1975a, p. 26) — the unknowable, inexpressible truth
of one’s experience (see ogden, 2004a, for a discussion of the concept of
“o” and its clinical implications).
The concept of “binocular vision” (1962/1975c, p. 82) — “the need for
employing a technique of constantly changing points of view” (1959, p. 86)
— is the third of Bion’s ideas that i view as a “corollary” to his first princi-
ple of mental functioning. This concept holds that thinking necessarily
involves viewing reality from multiple vantage points (or “vertices,” Bion,
1970/1975a, p. 83) simultaneously, for example, from the points of view of
the conscious and the unconscious mind; the autistic-contiguous (ogden,
1987, 1989a, 1989b), the paranoid-schizoid, and depressive positions; the
work group and the basic assumption groups; the psychotic and the non-
psychotic parts of the personality, and so on. Reality viewed from a single
vantage point represents a failure to think. This can be seen in clearly patho-
logical circumstances such as hallucinations, delusions, perversions, and
mania, as well as in states that superficially do not appear pathological, for
example, instances of strident pacifism or rigid adherence to the views of a
school of psychoanalytic thought. viewing reality from multiple vantage
points allows each vertex (each way of viewing reality) to enter into
a mutually mutative conversation with other ways of seeing/knowing/
experiencing.
This idea of multiple vertices lies at the very heart of Bion’s conception
of sanity and insanity. if one has only one way of viewing reality, one can-
not think, one is psychotic. Sanity involves a capacity for generating and
maintaining a multiplicity of perspectives from which to view/experience
one’s life in the real world (including the reality of one’s own personality).
For example, a medical student in a state of relative psychological health
may be able simultaneously to experience the cadaver that he is dissecting

as the body of a once-living human being; a non-human object constructed
for the purpose of teaching anatomy; terrifying, inescapable evidence of the
reality of death (his own death, the death of those he loves, the death of the
patients he will treat); a reflection of the generosity of the person who grant-
ed permission for the use of his or her remains for purposes of medical edu-
cation; and the scene of a rape born of the medical student’s unconscious
belief that his violent entry into the body of the cadaver is tantamount to
rape, and, at an even deeper level, his feeling raped by the cadaver (in the
form of the cadaver forcefully entering his psyche as the formaldehyde
enters his body, leaving its color and odor on him and in him). Thinking, so
conceived, is a process in which ideas and feelings live in continual con-
versation with one another, a conversation in which thoughts are forever in
the process of being transformed (de-integrated) and formed anew as a con-
sequence of shifting organizations of meaning.
2. It takes two minds to think one’s disturbing thoughts
Bion (1959) introduced what i am calling his second principle of mental

functioning in the course of discussing the relationship between the group
leader and the group. As mentioned earlier, the analyst leading the group is
as subject to the draw of basic assumption “thinking” as are the other mem-
bers of the group. This is not a reflection of the analyst’s psychopathology,
inexperience, or ineptitude; rather, the analyst’s participation in the basic
assumption groups is indispensable to his attempt to understand what is true
to what is occurring in the group:
… many interpretations, and amongst them the most important,

have to be made on the strength of the analyst’s own emotional
reactions … The analyst feels he is being manipulated so as to
be playing a part, no matter how difficult to recognize, in some-
body else’s phantasy … [the analyst has] a sense of experienc-
ing strong feelings and at the same time a belief that their exis-
tence is quite adequately justified by the objective situation [i.e.,
he believes that his feelings are a reasonable response to what is
occurring in the group].
(1959, p. 149)
Bion, in this passage, is articulating for the first time the clinical basis for
his radical revision of Klein’s (1946/1975) concept of projective identifica-
tion (see ogden, 1979, 1986). Klein insisted that projective identification is
strictly an intrapsychic phenomenon. nevertheless, the language she used to
describe projective identification suggests an interpersonal dimension:
“Split-off parts of the ego are … projected on to the mother or, as i would
rather call it, into the mother” (Klein, 1946/1975, p. 8, italics in original). in
Bion’s psychological-interpersonal version of projective identification, the
analyst must be able to experience himself in accord with the feelings elicit-
ed in him by the real interpersonal pressure that accompanies “somebody
else’s phantasy”; yet, it is critical that the analyst at the same time be able
to shake [him]self out of the numbing feeling of reality that is a

concomitant of this state [which ability] is the prime requisite of
the analyst in the group: if he can do this, he is in a position to
give what i believe is the correct interpretation, and thereby to
see its connection with the previous interpretation, the validity
of which he has been caused to doubt.
(Bion, 1959, pp. 149-150)
in other words, when in the grip of projective identification, the analyst

loses touch with the logic of his previous thoughts because his capacity to
think has been compromised (“numbed”). He has unwittingly participated,
for example, in the evasion of reality (the non-thinking or anti-thinking) that
is occurring in a group. in shaking himself out of the psychic reality engen-
dered in him, the analyst is not “regaining” his earlier capacity to think.
Rather, having been changed by the experience of participating in the par-
ticular paralysis of, or attack on, thinking that characterized the specific
intersubjective state (the basic assumption) of the group, the analyst is now
in a new position (i.e., he has developed a new vertex) from which to under-
stand what is occurring. Based on that new understanding, he may be able
to communicate to the group something of what he believes to be the nature
of the fears and hatreds that the group is experiencing. The aim of the ana-
lyst in putting such thoughts into words is not to solve the emotional prob-
lems of the group; rather, he offers interpretations in an effort to help the
group do the work of thinking the truth (the reality) of the emotional expe-
rience that is unfolding.
A decade later, in “A Theory of Thinking” (1962/1967) and Learning
from Experience (1962/1975c), Bion fleshes out his conception of thinking
as an intersubjective experience:
ordinarily the personality of the infant, like other elements of

the environment [such as the provision of holding, feeding,
and loving] is managed by the mother. if mother and child are
adjusted to each other projective identification plays a role in the
management [of the infant’s personality] through the operation
of a rudimentary and fragile reality sense.
(1962/1967, p. 114)
Thus, in the process of healthy projective identification, mother and infant

think together and, in so doing, the infant achieves “a rudimentary and frag-
ile reality sense,” a rudimentary capacity to perceive himself, his mother,
and the world realistically.
Bion continues:
As a realistic activity [i.e., an actual interaction involving two

people] it [the infant’s contribution to the projective identifica-
tion] shows itself as behaviour reasonably calculated to arouse
in the mother feelings of which the infant wishes to be rid. if the
infant feels it is dying [i.e., feels as if he is losing his rudimen-
tary sense of self as a consequence of his inability to cope with
his disturbing emotional experience] it can arouse fears that it is
dying in the mother. A well-balanced mother can accept these
and respond therapeutically; that is to say in a manner that
makes the infant feel it is receiving its frightened personality [no
longer dissolving or fragmenting] back again but in a form that
it can tolerate — the fears are manageable by the infant person-
ality.
(1962/1967, pp. 114-115)
in this way, mother and infant together think thoughts that had previously
been so disturbing as to be unthinkable by the infant on his own: “The activ-
ity we know as ‘thinking’ was in origin … projective identification” (Bion,
1962/1975c, p. 31).
in reconceptualizing projective identification in this way, Bion is express-
ing what i view as his second principle of mental functioning: it requires two
minds to think one’s most disturbing thoughts. The two minds engaged in
thinking may be those of the mother and infant, the group leader and group
member, the patient and analyst, the supervisor and supervisee, husband and
wife, and so on. The two minds may also be two “parts” of the personality:
the psychotic and non-psychotic parts of the personality (Bion,
1957/1967a); “the dreamer who dreams the dream” and “the dreamer who
understands the dream” (grotstein, 2000); the “dream-work” and the

“understanding-work” (Sandler, 1976, p. 40); and so forth. When the think-
ing capacity of the parts of the personality in conversation with one
another proves inadequate to the task of thinking one’s troubling experience,
the minds of two separate people are required for thinking one’s previously
unthinkable thoughts.
Since every stage of development involves facing emotional experience
for which one feels unprepared, we are throughout our lives in need of other
people with whom to think. As Bion (1987) puts it, “the human unit is a cou-
ple; it takes two human beings to make one” (p. 222). Winnicott
(1960/1965) famously puts it in his own way: “There is no such thing as an
infant” [apart from the mother] (p. 39fn).
3. Thinking develops in order to cope with thoughts
Bion introduced in “A Theory of Thinking” (1962/1967) and developed

in Learning from Experience (1962/1975c) what i view as his third princi-
ple of mental functioning: “Thinking is a development forced on the psyche
by the pressure of thoughts and not the other way round” (1962/1967, p.
111, italics added). This is a theory that “differs from any theory … [that
views] thought as a product of thinking” (p. 111).
in earliest post-natal life, all experience — even what we later view as
soothing experience — is disturbing in that it is utterly new and unexpect-
ed. For example, air as a medium in which to live has no equivalent in
intrauterine life. And breast-feeding, for which the infant is instinctually
“hard wired,” almost always proves to be difficult at first. The breast for
which the infant has a “pre-conception” (p. 111) is not the real breast that
the infant encounters (even when the mother is highly sensitive to the
infant’s psychosomatic state). The infant’s (metaphorical) first thought is
not of the breast, but of the “no-breast” (p. 112) — the absent breast or that
part of the experience of the actual breast that differs (beyond tolerable lim-
its) from the pre-conceived breast: “if [the infant’s] toleration of frustration
[with the help of the mother] is sufficient the ‘no-breast’ [experience] inside
becomes a thought and an apparatus for ‘thinking’ it develops” (p. 112).
Alternatively, if the infant is unable to tolerate the tension and psychic pain
associated with frustration (even with the mother’s help), the experience of
the “no-breast” is short-circuited. What might have become a thought
becomes either an evacuation of tension (for example, in the form of action
or excessive projective identification) or an evasion of thinking (for exam-

ple, in the form of omnipotent “thinking”). What might have become an
apparatus for thinking a thought becomes a “hypertrophic … apparatus of
projective identification” (p. 112).
Bion’s theory of alpha-function is an elaboration of the third principle of
mental functioning — the idea that thoughts give rise to thinking. Bion
posits that the individual’s encounters with reality generate “beta-elements,”
“sense-impressions related to an emotional experience” (1962/1975c, p. 17).
These sense impressions (in the absence of further transformation) cannot
be linked in the process of thinking and are fit only for evacuation, for
example, by means of projective identification. But we must not lose sight
of the fact that beta-elements constitute our sole psychological connection
with reality. Beta-elements might be thought of as “those unthoughtlike
thoughts that are the souls of thought” (Poe, 1848/1992, p. 80). Bion
hypothesizes that “alpha-function” (1962/1975c, p. 6) (an as-yet unknown,
and probably unknowable, set of mental operations) serves to transform
beta-elements into alpha-elements that can be linked to form dream-
thoughts. Dream-thoughts are the symbolic representation of the disturbing
experience that was originally registered primarily in sensory terms (i.e., as
beta-elements). The capacities for alpha-function, dreaming, thinking, and
remembering are “called into existence to cope with thoughts” (1962/1967,
p. 111).
in addition to the theory of alpha-function, a second important line of
Bion’s thinking, the concept of the “container-contained” (1962/1975c,
1970/1975a; see also, ogden, 2004b), represents an extension of Bion’s
third principle of mental functioning. The third principle — the idea that
thinking develops in order to cope with thoughts — is in essence a concep-
tion of the way mental functioning inherently involves a forceful dynamic
interplay between thoughts and the capacity for thinking. The “container”
(1962/1975c, p. 90), in Bion’s theory of the container-contained, is not a
thing but a process: it is the unconscious psychological work of dreaming,
operating in concert with preconscious dream-like thinking (reverie) and
conscious secondary process thinking. The term contained (p. 90) refers to
thoughts and feelings that are in the process of being derived from one’s
lived emotional experience.
When the relationship between container and contained is a healthy one,
growth occurs in both and is reflected in the enhancement of the individual’s
capacity for “tolerated doubt” (p. 92). So far as the container is concerned,
there is an expansion of the capacity for doing unconscious psychological
work (i.e., dreaming one’s lived experience). The growth of the contained is
reflected in an enrichment of the range and depth of thoughts that one is able
to derive from one’s lived experience in the world.
under pathological conditions, the container may become destructive to
the contained resulting in a limitation of what one is able to “retain [of
one’s] … knowledge and experience” (p. 93). What one has learned from
experience is no longer available to oneself; one feels as if important parts
of oneself are missing. Conversely, the contained may overwhelm and
destroy the container, for example, in nightmares, when the dream-thought
becomes so disturbing as to overwhelm the capacity for dreaming, and, as a
result, the dreamer wakes up in a state of fright. Similarly, in children’s play
disruptions, the thought being “worked on” in play (the contained) over-
whelms the container (the capacity for playing). (For further discussion of
the concept of the container-contained and its relationship to Winnicott’s
concept of holding, see ogden, 2004b.)
viewing thoughts as the impetus for thinking leads the analyst in the clin-
ical setting to be continually asking himself what disturbing (unthinkable)
thought is the patient at any given moment in the analysis asking the analyst
to help him to think. The analyst is also aware that even as the patient is ask-
ing for help in thinking, the patient fears and hates the analyst for attempt-
ing to do just that: “Patients hate having feelings at all …” (Bion, 1987, p.
183).
The idea that the development of an apparatus for thinking takes place as
a response to disturbing thoughts also contributes to a theory of the thera-
peutic process: the analyst’s being receptive to, and doing psychological
work with, the patient’s unthinkable thoughts serves not as a substitute or
replacement for the patient’s capacity for thinking, but as an experience of
thinking with the patient in a way that serves to create conditions in which
the patient may be able to further develop his own inborn rudimentary
capacity for thinking (his own inborn capacity for alpha-function).
Thus, the goal of the psychoanalytic process is not that of helping the
patient resolve unconscious intrapsychic conflict (or any other emotional
problem); rather, the aim of psychoanalysis is to help the patient develop his
own capacity for thinking and feeling his experience. once that process is
underway, the patient is in a position to begin to confront and come to terms
with his own emotional problems. The patient is increasingly able to think
with people other than the analyst and to engage in kinds of “conversations”
with them and with himself that involve different aspects of his own
personality that previously had not been available to him for the purpose of
conscious, preconscious, and unconscious psychological work.
4. Dreaming and the psychoanalytic function of the personality
The fourth of what i think of as Bion’s principles of mental functioning is

the idea that there exists an inherent psychoanalytic function of the person-
ality, and dreaming is the principal process for performing that function.
in positing “a psycho-analytic function of personality” (1962/1975c, p.
89), Bion is proposing that the human personality is constitutionally
equipped with mental operations that generate personal symbolic meaning,
consciousness, and the potential for unconscious psychological work with
one’s emotional problems. All three of these components of the psychoana-
lytic function of the mind mediate psychological growth. What makes this
function of the personality “psycho-analytic” is the fact that the psycholog-
ical work is achieved to a large extent by means of viewing an emotional sit-
uation simultaneously from the perspective of the conscious and uncon-
scious mind. For Bion, dreaming (which is synonymous with unconscious
thinking) is the principal psychological form in which this work is per-
formed.
Dreaming occurs continuously both while we are awake and asleep (Bion,
1962/1975c). Just as the stars remain in the sky even when their light is
obscured by the glare of the sun, so, too, dreaming is a continuous function
of the mind that persists even when our dreams are obscured from con-
sciousness by the glare of waking life. Dreaming is the most free, most
inclusive, and most deeply penetrating form of psychological work of which
human beings are capable. in conceiving of the psychoanalytic function of
the personality in this way, Bion is radically revising Freud’s understanding
of the work of dreaming and of the analytic process. For Freud, the goal of
dreaming and of psychoanalysis is that of making the unconscious con-
scious, i.e., making derivatives of unconscious experience available to con-
scious (secondary process) thinking.
in contrast, for Bion, the unconscious is the seat of the psychoanalytic
function of the personality, and, consequently, in order to do psychoanalyt-

ic work, one must make the conscious unconscious, i.e., make conscious
lived experience available to the unconscious work of dreaming. The work
of dreaming, for Bion, is the psychological work by means of which we cre-
ate personal, symbolic meaning thereby becoming ourselves. in other
words, we dream ourselves into existence. in the absence of the capacity for
dreaming, we are unable to create meaning that feels personal to us: we can-
not differentiate between hallucination and perception, between our own
perceptions and those of others, and between our dream-life and our waking
life. in this psychological state, one “cannot go to sleep and cannot wake up
… the psychotic patient behaves as if he were in precisely this state” (Bion,
1962/1975c, p. 7).
Moreover, from Bion’s perspective, dreaming is the psychological activ-
ity through which we achieve consciousness. Dreaming “makes a barrier
against [unconscious] mental phenomena which might overwhelm the
patient’s awareness [for example] that he is talking to a friend, and, at the
same time, makes it impossible for [conscious] awareness that he is talking
to a friend to overwhelm his [unconscious] phantasies” (p. 15). Dreaming is
not a product of the differentiation of the conscious and unconscious mind;
it is the dreaming that creates and maintains that differentiation, and, in so
doing, generates human consciousness.
in sum, Bion’s fourth principle of mental functioning holds that dreaming
constitutes the central component of the psychoanalytic function of the per-
sonality. Dreaming is our profoundest form of thinking and constitutes the
principal medium through which we achieve human consciousness, psy-
chological growth, and the capacity to create personal, symbolic meaning
from our lived experience.
i will end this section by returning to its beginning. I view Bion’s theory
of thinking as a theory built upon four fundamental principles of mental
functioning: (1) the impetus for all thinking is the human need to know the
truth — the reality of who one is and what is occurring in one’s life; (2) it
takes two minds to think one’s most disturbing thoughts; (3) the capacity for
thinking develops in order to come to terms with thoughts derived from one’s
disturbing emotional experience; and (4) there is an inherent psychoanalyt-
ic function of the personality, and dreaming is the principal process through
which that function is performed.
Bion’s Clinical Thinking
i will now offer an illustration of the way in which Bion’s clinical thinking
is informed by his theory of thinking and the four principles of mental func-
tioning that i believe underlie that theory. The clinical work that i will dis-
cuss is taken from the 16th of the clinical seminars that Bion conducted in
Sao Paolo in 1978 (Bion, 1987, pp. 200-202). The seminar begins:
PReSenTeR: The patient lay down on the couch and started to

talk. “Mrs J is the owner of the house where i live. She is 88
years old. i dreamt that she was walking along the road, talking
about the rental agreement.” Then she started shouting, “What
are you doing there behind me? Tell me immediately. you are a
dishonest liar!” This took me by surprise.
(p. 200)
This opening paragraph is confusing to me each time i read it. The pro-
noun she is ambiguous in the phrase, “Then she started shouting….” is the
presenter using the pronoun she to continue telling the dream in the patient’s
words, in which case “she” (who is shouting) refers to a figure in the dream?
or has the presenter begun to tell the dream to Bion in his own words, in
which case “she” is the patient, and the sentences in quotation marks that
follow are the words that the patient shouted at the presenter: “What are you
doing there behind me? Tell me immediately. you are a dishonest liar!” it is
impossible for Bion (who is listening to the presentation, not reading it) to
know whether Mrs J in the dream is shouting at the patient or whether the
patient in waking life is shouting at the presenter. each time i read this pas-
sage, it is only after taking pains to figure out what the quotation marks are
indicating that i am able to determine that the patient is interrupting her own
telling of her dream to shout at the analyst. The analyst remarks to Bion,
“This took me by surprise.” This took me by surprise, too, because of the
way the presenter is making it difficult for the reader, and impossible for
Bion, to know what is dream-life and what is waking life.
Bion responds:
i wonder what the difficulty is. if she knows that you are a dis-
honest liar, then obviously you would be telling lies behind her
back. At the same time, why ask you what you are doing behind
her back? Presumably you will only tell her more lies.
(p. 200)
The presenter is not a liar, but he has made it very difficult to understand
what has happened in the session. Perhaps, this confusing rendering of the
session led Bion to say, “i wonder what the difficulty is?” in so doing, Bion
leaves open the possibility that he is asking the presenter what his difficul-
ty is (in addition to asking about the patient’s difficulty).
Bion continues:
Alternatively, is she afraid that you do not tell lies? if she thinks
that there is a chance that you speak the truth, that would explain
why she asks you what you are doing.
(p. 200)
Bion is suggesting that the patient is afraid of (and, at the same time, high-
ly values) the way the analyst thinks — a way of thinking that is concerned
with what is true to the emotional experience that is occurring between
them. What is being suggested here reflects Bion’s first principle of mental
functioning — the idea that the need to know the truth is the most funda-
mental impetus for the development of thinking. At this moment in the ses-
sion, that truth involves the recognition that the patient is unable to differ-
entiate between being awake and dreaming, i.e., that the patient is psychot-
ic.
The patient attempts to prevent the analyst from thinking, not only by sur-
prising him by yelling at him, but also by equating thinking and “doing,”
and by insisting that he tell her what he is doing immediately, i.e., without
thought on his part, thereby ending genuine thinking by turning it into
reflexive, fearful action. i believe that in this part of the seminar, the pre-
senter is not only telling Bion about the very disturbing experience that he
had with this patient, he is showing it to Bion (and the reader) by unwit-
tingly making it difficult for the reader, and impossible for Bion, to differ-
entiate between what is dream-life and what is waking life. in this way, the
presenter is engendering in Bion something like the effect on him of the
patient’s psychosis, which the presenter is unable to think on his own.
Bion goes on:
To put it another way: there is something wrong with this story:

either the patient is lying, or she is slandering the analyst.
otherwise why should she spend her time with a dishonest liar?
(p. 200)
in pointing out the contradiction that the patient views the analyst as a dis-
honest liar and yet continues to see him for analysis, Bion is asking the ques-
tion that he asks far more frequently than any other question in the clinical
seminars: “Why has the patient come for analysis?” This question reflects
the second of Bion’s principles of mental functioning — the idea that it
takes two minds to think one’s most disturbing thoughts (and, by extension,
that it is for this reason that patients come to analysis). For Bion, the
omnipresent clinical question is: “What is the thought, the emotional prob-
lem, that the patient (ambivalently) is asking the analyst to help him to
think?”
The seminar continues:
P: i said, “i am listening” [in response to the patient’s demand to

know immediately what the analyst was doing]. She replied,
“yes, that’s important.” She calmed down and continued
describing her dream.
B: That is a very interesting sequel. notice that the analyst did-

n’t start an argument about whether or not he is a liar [he did not
angrily and fearfully offer a counterattack to the patient’s attack
on his thinking]; he didn’t get up and leave the room [he did not
evacuate thoughts in the form of action]; he didn’t lose his tem-
per [he maintained a state of mind in which he could think]. The
effect on the patient seems to have been quite helpful. it is not a
cure, but a little bit of a cure; it is enough of a cure to make
another minute or two [of thinking] possible. not only does it
matter what you say or do, it also matters what you do not say
or do.
(pp. 200-201)
Bion, as ever, is understated in his response to the presenter. He refers to

the analyst’s work simply as “interesting,” but nowhere else in the 52 “clin-
ical seminars” does Bion step back, as he does here, to ask the other semi-
nar members to “notice” what the analyst did in the clinical situation being
discussed. Although Bion does not spell it out, i believe that what was crit-
ical to the effectiveness of the presenter’s response was his calm refusal to
accept the terms offered by the frightened patient (i.e., to confess or to
defend himself), either of which, in this instance, would have constituted a
reflexive form of non-thinking. instead, the presenter gently, undefensively
reminded the patient who he is and would continue to be — an analyst who
is listening and thinking — despite the fact that the patient was frightened
of the way the analyst was thinking. At the same time, she was afraid that
he would not be able to remain an analyst who may be able to help her to
regain her sanity by thinking and dreaming with her the terrifying experi-
ence that she could not think/dream on her own. in attempting to tell her
dream to the analyst, the patient’s capacity for thinking/dreaming fell apart
— she became increasingly unable to differentiate being awake and dream-
ing, and as a result she treated the analyst as if he were a figure in the dream.
How different it would have been had the presenter, instead of simply say-
ing, “i am listening,” had said, “you’re afraid that i will be so frightened of
you that i won’t be able to think when you attack me and, as a result, i won’t
be able to be an analyst who will be able to help you to think your thoughts
in a way that feels sane.” The latter is accurate in content, but sounds to me
like a rather stereotypic, analytic way of talking. in addition, i do not believe
that the patient, in her state of severe distress, was capable of listening to
more than the first few words of such a long and complex interpretation. By
contrast, the analyst’s statement, “i am listening,” has the ring of words spo-
ken by a person who is thinking and talking to another person (who is very
frightened) in a manner that is genuinely his own.
The patient responded not only by saying, “yes, that’s important”; in
addition, “She calmed down and continued describing her dream.” in other
words, by means of the experience of having her psychotic thoughts con-
tained by the analyst’s thinking, the patient was able, if only “for another
minute or two,” to think (perhaps for the first time in the session).
P: She continued to describe her dream: “Mrs J wanted to come

into the house and look it over. There was a portrait of a nude in
one of the rooms and i knew that she would not like that. So i
tried to stop her coming into the house, but i couldn’t. in the
kitchen there were two blood-stained garments.”
B: The patient said this was a dream. Did you believe her? it
sounds very likely that she wanted to stop you from seeing what
was in her mind, leaving her feeling naked. But she wasn’t able
to lock the door; she wasn’t able to make you leave; she wasn’t
able to put a stop to the analysis right away. So now you may
find out what kind of a person she is. However, there is always
a safeguard: if you give an interpretation she can say, “it doesn’t
matter — i don’t really think like that — it was only a
dream.”
(p. 201)
Bion responds here by saying, “The patient said that this was a dream.
Did you believe her?” Who other than Bion would have responded to “the
dream” in this way? Bion’s question (it seems to me) is intended to direct
the presenter’s attention to the fact that the patient is unable to dream,
unable to distinguish between internal and external reality, and unable to
distinguish between being awake and being asleep.
The patient, though seemingly describing a dream from the previous
night, had not awoken from that “dream,” which was not a real dream in the
sense that it did not involve a differentiation of conscious and unconscious
experience. it seems to me that the patient was experiencing in the session
a state of mind akin to a night-terror (a phenomenon in sleep that is not a
dream, but an experience of being unable to dream a terrifying experience).
(See ogden [2004c, 2005a] for discussions of genuine dreams, night-terrors,
and nightmares.) The presenter’s elegant interpretation, “i am listening,”
had the effect of helping the patient genuinely to awaken from her dream-
that-was-not-a-dream by containing the patient’s unthinkable dream-
thought.
Bion then addresses what he believes to be the nature of the patient’s pre-
viously undreamable thought. He views the dream as an expression of the
patient’s belief that she is not able to distinguish her thoughts from those of
the analyst and, therefore, cannot stop the analyst from “seeing what was in
her mind, leaving her feeling naked.” The experience of being seen naked
against one’s will is the opposite of feeling understood. it is closer to an
experience of being raped (perhaps it is this state that is represented in the
“dream” by the blood-stained garments).
Bion then makes a curious, somewhat enigmatic statement: “So now
[after demonstrating to the patient that you are able to continue to think
while she is yelling at you] you may find out what kind of person she is”
(Bion, 1987, p. 201). i believe that Bion is suggesting that, with the help of
the presenter’s calm and thoughtful response to the patient’s yelling at him,
the non-psychotic part of the patient’s personality may become a stronger
force in the analysis. The non-psychotic part of the personality is that aspect
of the patient that is able to think/dream, to do something uniquely her own
with her lived emotional experience. in this sense, the patient, at this point
in the session may be in a position to begin to dream herself into existence,
thus affording the presenter and the patient, herself, an opportunity to “find
out what kind of person she is.” This entire line of thought reflects Bion’s
fourth principle of mental functioning — the idea that even when the patient
is in the grip of a full-blown psychosis, the psychoanalytic function of the
personality remains operative, albeit in a highly circumscribed way. Such an
assumption underlies analytic work, not only with schizophrenic and other
severely disturbed patients, but also with the psychotic aspect of every
patient, supervisee, or group.
But Bion cautions, “However, there is always a safeguard: if you give an
interpretation she can say, ‘it doesn’t matter — i don’t really think like that
— it was only a dream.’ ” Here Bion is commenting on the effect of
thoughts on thinking: there may be a resurgence of the patient’s attack on
the analyst’s capacity for thinking as well as on her own. Although he does
not use the term, the form of attack that Bion is describing is what he else-
where calls reversible perspective (Bion, 1963/1975b, p. 50). Bion, in the
clinical seminars, scrupulously avoids technical language.
The non-thinking that Bion is pointing out involves a shift of figure and
ground in a way that undermines the analyst’s use of his capacity for
thoughtful observation: the patient claims (and believes her own claim) that
when the analyst describes “the figure” (for example, an interpretation of
personal meaning in a dream), the patient insists that the only reality is the
ground (for example, the “nonsensical” manifest content — “it doesn’t mat-
ter — i don’t really think like that — it was only a dream” [Bion, 1987, p.
201]). Thus, thoughts serve not to contribute to the development of think-
ing, but to the destruction of thinking. From the perspective of still another
of Bion’s ways of conceptualizing the relationship between thoughts and
thinking, the patient’s thought that dreams mean nothing (the contained) is
serving to destroy the capacity for patient and analyst to think together (the
container). These ideas reflect Bion’s third principle of mental functioning
— the notion that thinking develops in order to come to terms with disturb-
ing thoughts, and that a forceful interaction between thoughts and thinking
continues throughout one’s life.
The presenter continues:
She went on, “i was afraid the house-owner wouldn’t renew the
contract, complaining that i didn’t take care of the house —
although it was in an even worse condition when i first rented it.
With a magic wand she turned the nude portrait into a negro
woman dressed in a rose-coloured dress. The negro woman
started to move. i saw a door i had never seen before, opened it,
and found a dying plant. i was afraid the owner would be angry
because i hadn’t taken care of it. i tried to revive it with the
magic spell she had used, but couldn’t.” Then she began to shout
again, “What are you doing there? you are a liar. you are doing
something you don’t want to tell me about. i hate you. i want to
destroy you, tear you into pieces and throw the pieces away.”
She was very, very angry.
(p. 201)
There is the same confusing ambiguity in this paragraph that there was in
the opening paragraph of the seminar. is the figure in the dream shouting at
another dream figure or is the patient shouting at the analyst in waking life?
(it is only the punctuation — the fact that there are double quotation marks,
not single quotations marks, surrounding the words that are shouted — that
indicates that it is the patient who is shouting at the presenter and not a
dream figure shouting at the patient in the dream. Since Bion is listening to
the presentation and not reading it, it is impossible for him to know who is
shouting — the patient or a figure in the patient’s dream. The distinction
between being awake and being asleep is again disappearing. The patient,
herself, seems to me to be disappearing. As many times as i have read the
words, “i … found a dying plant,” i still misread the words and make them
say, “i … found a dying patient.”
Bion responds to this portion of the case presentation:
What are you doing to her? She has continued to talk, so she is
taking off her own disguises. if you take off the black skin, there
is a person there; if you take off the dream, she herself is there.
[Perhaps Bion is suggesting that the dream is not a dream, but an
assault on the non-psychotic part of the patient’s personality.
Without the meaning-destroying and dreamer-destroying
“dream,” there may be a person capable of thinking.] i think she
is worried about what you are doing to her. Why do you make
her speak the truth? it seems that you are only talking, but she
knows it isn’t only that. you are talking in some peculiar way
which makes her expose the truth ... So although it is horrible for
the patient, it is just as well for the analyst to remain able to
think. But we cannot settle this matter by being unable to be
angry or frightened; we have to be able to have these strong feel-
ings and be able to go on thinking clearly even when we have
them.
(p. 202)
The seminar ends with these comments by Bion. in the segment of the
session that Bion is discussing, the patient becomes increasingly frightened
in “the dream”/hallucination. Listening to the patient in this part of the ses-
sion, for me, is like watching a person drown. The patient feels that she is
dying or losing her mind — which amount to the same thing. virtually word
by word, we see the patient becoming increasingly a character in her own
dream; at the same time, the figures in her dream (the landlady and the
painting of the nude) are turning into living people who seem to the patient
to occupy her waking life.
The published fragment of the seminar contains only a very brief account
of the analytic session and does not include any of the presenter’s interven-
tions, or even his thoughts, after he said, “i am listening.” This artifact of the
editing and tape recording of the seminar contributes to the distressing feel-
ing that the patient’s disintegration is not being met by further attempts on
the part of the analyst to contain the patient’s terror.
Concluding Comments
i will close by stating in a slightly different way what i believe to be the

core principles of Bion’s theory of thinking.
Thinking, for Bion, derives most fundamentally from the human need to
know the truth of who one is and what is occurring in one’s life. Disturbing
thoughts (unprocessed experience) provide the impetus for developing an
apparatus for thinking (doing psychological work with) those thoughts.
There is an inborn “internal structure” for doing psychological work with
our experience that Bion calls the psychoanalytic function of the personali-
ty. That inborn structure is analogous to the inborn “deep structure” of lan-
guage (Chomsky, 1968) that underlies our capacity to learn how to speak.
in the course of a life-long process, we increasingly develop the capacity
for thinking/dreaming our lived emotional experience. However, beyond a
certain point (a point that varies for each individual), we find it unbearable
to think/dream our experience. under such circumstances, if we are fortu-
nate, there is another person (perhaps a mother or father, an analyst, a super-
visor, a spouse, a sibling, a close friend) who is willing and able to engage
with us in a process of dreaming our formerly undreamable experience.
Dreaming — whether on our own or with another person — is our most pro-
found form of thinking: it is the principal medium in which we do the psy-

chological work of being and becoming human in the process of attempting
to face the reality of, and come to terms with, our emotional problems.
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Bion, W. R. (1967a). Differentiation of the psychotic from the non-psychotic personalities.
in Second thoughts (pp. 43-64). new york: Aronson. (original work published in
1957)
Bion, W. R. (1967b). notes on the theory of schizophrenia. in Second thoughts (pp. 23-35).
new york: Aronson.
Bion, W. R. (1975a). Attention and interpretation. in Seven servants. new york: Aronson.
(original published in 1970)
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(original published in 1963)
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(original work published in 1962)
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(pp. 1-240). London: Karnac.
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Thomas H. Ogden, M.D.

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fort da (2008), 14 (2), 11-35 11

bIoN’s Four PrINCIPles oF meNtal FuNCtIoNINg*

Bion’s lifework as a psychoanalytic theorist was the formulation of a the-

Bion’s Theory of Thinking

Bion’s theory of thinking is built upon four overlapping and interconnecting

1. The human need to know the truth

organizing Bion’s theory of thinking into four principles of mental func-

will draw heavily on Bion’s earliest contribution to psychoanalysis,

Throughout “experiences in groups” (1948-51) — the series of papers

of basic assumption groups, genuine thinking is replaced by magical think-

it is almost as if human beings were aware of the painful and

… a sense of reality matters to the individual in the way that

in other words, thinking that lacks an “adequate grasp of reality,” an ade-

truth. instead, the individual or group remains in a solipsistic world of mag-

may be able simultaneously to experience the cadaver that he is dissecting

2. It takes two minds to think one’s disturbing thoughts

Bion (1959) introduced what i am calling his second principle of mental

… many interpretations, and amongst them the most important,

to shake [him]self out of the numbing feeling of reality that is a

in other words, when in the grip of projective identification, the analyst

ordinarily the personality of the infant, like other elements of

Thus, in the process of healthy projective identification, mother and infant

As a realistic activity [i.e., an actual interaction involving two

understands the dream” (grotstein, 2000); the “dream-work” and the

3. Thinking develops in order to cope with thoughts

Bion introduced in “A Theory of Thinking” (1962/1967) and developed

or excessive projective identification) or an evasion of thinking (for exam-

4. Dreaming and the psychoanalytic function of the personality

The fourth of what i think of as Bion’s principles of mental functioning is

function of the personality, and, consequently, in order to do psychoanalyt-

Bion’s Clinical Thinking

PReSenTeR: The patient lay down on the couch and started to

To put it another way: there is something wrong with this story:

P: i said, “i am listening” [in response to the patient’s demand to

B: That is a very interesting sequel. notice that the analyst did-

Bion, as ever, is understated in his response to the presenter. He refers to

P: She continued to describe her dream: “Mrs J wanted to come

i will close by stating in a slightly different way what i believe to be the

found form of thinking: it is the principal medium in which we do the psy-

ogden, T. H. (1989a). The concept of an autistic-contiguous position. International Journal

Thomas H. Ogden, M.D.

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