This paper seeks to clarify those conceptual foundations of G.H. Mead's social behaviorism which are assumed, but not made explicit, in that writer's well-known volume Mind, Self and Society. These foundations are shown to be an outgrowth of Mead's early commitment to the organic conception of conduct underlying the psychological functionalism of the Chicago School. Further light is shed upon Mead's position by pointing out the fundamental differences between his model of conduct and that characteristic of the behaviorist tradition in American psychology.