Abstract: In Pat Barker's Regeneration exists a paradox—the shell-shocked soldiers who are cured will be sent back to the Front， the place that caused their shell shock in the first place. By drawing upon Foucault's theory of power， it is argued that this paradox embodies two contrasting power dimensions， i.e.， discipline and resistance. On the one hand， the discipline of spatial power converts the soldiers into docile bodies while the discipline of masculinity constructs their submissive subjects， leaving them no choice but to perform their duties. On the other hand， Sassoon is engaged in three discourse power confrontations with the British military authorities and deconstructs the disciplinary power with his death. His self-sacrifice awakens the conscience of those who work for the wartime state apparatus， thus metaphorically giving hope for national restoration and regeneration in the wake of the fall of the British Empire.

Key words: Pat Barker; Regeneration; spatial power; masculinity; discourse power