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The role of regulation and the regulatory state in social policy, redistribution, and the reforms of the welfare state are increasingly important but often underestimated and misunderstood. These problems are evident in Majone's highly influential work where the regulatory state and the ‘positive’ state stand as two alternative monomorphic forms of state. This article offers a polymorphic alternative where the regulatory state may come to the rescue of the welfare state, allowing independent extension, retrenchment, and stagnation of welfare via social regulation. The article extends a regulatory governance perspective into the core of the welfare state, clarifies the relations between fiscal and regulatory instruments, and demonstrates that the boundaries of the regulatory state are wider than are usually understood. It turns our understanding of the welfare state on its head, highlighting first the less visible regulatory layer, and then the more visible layer of fiscal transfers.