This article examines middle-class resistance to the early Communist state in Hungary. Most were hostile to the regime by the early 1950s, but despite this shared opposition various groups formulated very different responses to Communist power. Some chose active resistance whilst others withdrew into the private sphere. This article uses oral history testimony from seventy-six members of the Budapest bourgeoisie to argue that the decision to defy illegitimate power had little correlation with a group's dislike of the regime, or the space it was given to resist in. Rather, it reflected the complex social codes which surrounded the expression of dissent. In early Communist Hungary these codes were defined mainly by political traditions. Conservatives, for instance, despite being more deeply opposed to the Communist state than any other group, chose not to resist: they regarded active dissent as a form of collaboration as it involved political engagement with a regime that they regarded as an illegitimate foreign imposition. Different political affiliations were to define differing degrees of involvement in the 1956 revolution too: liberals and socialists had maintained traditions which idealised resistance and found expression in the revolt, whereas conservatives' earlier reluctance to engage politically continued in their ambiguous response to the possibilities of the uprising. Finally, the article considers the question of memory, examining the social and political pressures on individuals since 1989 to write the history of anti-Communist resistance into their life stories.