Thomas Wills, grandson of a convict and educated at England's famous Rugby school, strongly advocated the formation of "foot-ball" clubs to promote the maintenance of fitness levels for the cricket season.The cricket clubs of the colony of Victoria took up Wills' advice, with the Carlton Cricket Club meeting in 1864 to form a football club for its flannelled fools. There has been considerable debate for more than a century of the identityof Carlton's first president, but it now is generally accepted that a MrRobert McFarland, who had scored the Carlton's Cricket Club's first century, was the inaugural supremo.

After all, McFarland had signed off the football club's first annual report.Carlton played 10 games in its inaugural season of 1864, but with only one victory. Its fledgling status could be gauged by the fact that it did not even have a uniform. Instead, players turned up to matches in cricket whites, with only their orange and blue caps distinguising them from the opposition. Soon, however, the Carlton Football Club adopted the use of dark navy blue shirts and blue and white hooped socks, earning it the nicknames "the Butchers".Carlton later played in blue shirts with an orange top, although this also has been the subject of onsiderable debate as some historians claim the orange was in reference to the club's predominatly Protestant background, while others claim the orange originally was a white chamois top which had discolored with washing.

Regardless, Carlton was known as the Blues even before it became a foundingmember of the Victorian Football Association in 1877. Although Carlton was regarded as more a social club than a football club in its very earliest years, it won the first VFA flag, thanks to the presence of the colony's first great champion footballer - the legendary George Coulthard, who had joined the Blues in 1876.Coulthard also represented Australia in Test cricket but, tragically, died of tuberculosis in 1883 at just 23 years of age. Carlton, it its earliest years, played its home matches "on the brow of a hill" in an area near what now is the corner of Royal Parade and Gatehouse Street. A former swamp, it was an unenclosed ground and players often had to help police control the crowds - sometimes at large as 10,000. This ground obviously was not good enough for top-class football, so Carlton moved on - to land held by the University of Melbourne and now occupied by Newman College.

However, the Blues struggled to pay the maintenance costs and, for several years from 1877, alternated its home games between Royal Park and the East Melbourne Cricket Ground. Then, in 1879, the Melbourne City Council gave Carlton permission to play games on a stretch of land not far from the club's present home of OptusOval.

The Blues played their first game there on May 2, 1879, but this ground also proved unsatisfactory as the agreement with the council prevented Carlton from erecting any buildings and, in fact, players had to change at a pavilion in an adjoining area known as "The Triangle". Carlton moved to the University Cricket Ground in 1884 and was still playing its home games at this venue when six of the VFA's most powerful clubs - South Melbourne, Essendon, Fitzroy, Geelong, Melbourne and Collingwood - met at Buxton's Art Gallery in Swanston Street opposite the Town Hall) late in 1896 to form a breakaway competition.

The Victorian Football League was born at this meeting, with Carlton invited to join the new group because if its past good record. Indeed, Carlton could be considered fortunate as it had struggled in its final years as a VFA club and did not have control of its own ground. Carlton, along with another VFA struggler in St Kilda, accepted the invitation to help form a new eight-team competition and the Blues played their first league match against Fitzroy at the old Brunswick Street Oval. The Maroons defeated the Blues by 33 points - he biggest margin in any of the four matches played on that historic afternoon of May 18, 1897.The original Carlton league team comprised Jimmy Aitken (captain), Bob Armstrong, Tom Blake, "Chic" Breese, Jim Caffery, Robert Cameron, Bill Casey, Sam Chapman, Arrhur Cummins, Henry Dunne, Brook Hannah, James Lyons, Henry McPetrie, Wally Ocock, Bob Reekie, Thomas Sweetman, Ernie Walton, Bill "Winkie" Weir, Peter Williams and Bill "Brickey" Woodhouse.

Carlton lost its first four league games, eventually breaking through to defeat St Kilda on June 19 and, just three days later, the club opened its new ground - Princes Park. Unfortunately, Carlton went down by just four points to Collingwood and, in fact, the Blues had just one more victory in 1897 - in the return clash with St Kilda.The following seasons saw Carlton struggle to remain competitive and, in 1901, the Blues won just two matches. The club had reached rock bottom and there was only one direction it could take. Thankfully, Carlton made an inspired choice when it named former Fitzroy footballer and Test cricketer John Worrall as club secretary for the start of the 1902 season. It was the real birth of the Blues.Worrall insisted when he took over that he be in charge of all team matters, including training and team selection. To that stage, the club captain had been the team's unofficial coach. Now, however, Worrall was in charge and, in reality, he was football's first coach.

The new man in charge told the Carlton players he would build his team around discipline, teamwork and dedication - and he was as good as his word. The players soon learned not to cross the boss and Carlton improved dramatically in Worrall's first season of 1902 to win seven games and finish sixth.Carlton made the finals for the first time the following year and was expected to win the flag in 1904, only for the club to be rocked by a massive controversy. The club sacked Worrall over his accounting methods, even though there was never even hint of dishonesty. The players rallied behind Worrall and, after winning an election against the old guard, reinstated their secretary-coach. The bickering took its toll and Carlton went down to Fitzroy in the grand final and then slipped to third position in 1905.Carlton therefore had to wait until 1906 for its first flag, defeating Fitzroy by 26 points in the grand final, with centreman Rod McGregor the Blues' star. It was the start of a glorious Carlton era, with the Blues winning the next two premierships to become the first league club to win three consecutive flags.

There seemed no stopping Carlton and The Age even suggested that the Blues would keep winning premierships until Worrall "pegged out".Worrall might not have "pegged out" in 1909, but his reign at Carlton ended abruptly mid-season when the players, who once had rallied behind him in crisis, turned on him amid claims he was training them too hard. Worrall, hearing the whispers, resigned on July 29 "for the sake of the club". Fred "Pompey" Elliott, a great Carlton player, took over as captain-coach, but the Blues went down to South Melbourne by two points in the grand final and a massive internal row ensued, with Worrall's supporters claiming his departure had cost the club the chance of a fourth consecutive flag.The wrangling saw Carlton's fortunes plummett and the Blues did not win another flag until 1914, the first year of World War I. The VFL considered abandining the 1915 season but eventually decided that football would help morale and Carlton won its fifth flag in defeating Collingwood in the grand final. A number of senior Carlton players, including captain Alf Baud, Herb Burleigh, George Calwell and Stan McKenzie, enlisted soon after the 1915 flag win and Carlton's fortunes again slumped.

In fact, the Blues did not win another premiership for another 23 years - the longest premiership drought in the club's long and proud history. Although Carlton produced champion after champion, including players of the calibre of Horrie Clover, Paddy O'Brien, Ray Brew, "Micky" Crisp and Maurice "Mocha" Johnson, it could not break through for a flag and, in fact, played in just one grand final - 1922 - over that long premiership drought period. The drought was broken in 1938 when West Australian Brighton Diggins, who had crossed to Carlton from South Melbourne, guided the Blues to a grand final win over Collingwood.It was no coincidence that Carlton had a new president in Kenneth (later Sir Kenneth) Luke that year and, under this highly-successful businessman, the Blues flourished. Then, in 1945, Carlton defeated South Melbourne in the infamous "Blood Bath" grand final, with skipper Bob Chitty leaving a trail of broken red and white bodies in his wake. Another flag followed in 1947 (with Fred Stafford kicking the winning goal against Essendon with just seconds to play) but, inexplicably, the good times dried up yet again.Carlton even slumped to tenth position in 1964, prompting the Blues to take drastic action. The football world was rocked when a new Carlton committee, headed by George Harris, announced it had appointed 1964 premiership captain Ron Braassi as captain-coach. Barassi immediately established a new era of discipline at Princes Park and the Blues climbed from tenth to sixth in his first season at the club.Barassi was laying the foundations of a geart Carlton era and, in 1968, the Blues broke through for their first flag in 21 years. Barassi had retired as a player during the season, but was the man responsible for the three-point grand final win over Essendon. Then, in 1970, Carlton saw possibly its finest achievement - coming from 44 points down at half-time to defeat Collingwood in the grand final.Barassi instructed his players to "handball, handball, handball" and his Blues turned almost certain defeat into the most glorious victory in the club's history.

Carlton was blessed with players of the calibre of Alex Jesaulenko, John Nicholls, Wes Lofts, John Goold, David McKay, Brent Crosswell, Robert Walls, Syd Jackson, Sergio Silvagni and many others. Nicholls took over as captain-coach in 1972 and, in his first season in charge, guided the Blues to a grand final win over Richmond.Three premierships in six years! It was yet another great Carlton era, with more success to follow, even though the Blues went through several years of political turmoil. In fact, Carlton had five coaches - Nicholls, Ian Thorogood, Ian Stewart, Sergio Silvagni and Jesaulenko - from 1975-8. Silvagni took over briefly in 1978 when Stewart resigned because of ill-health, the job eventually going to Jesaulenko.The Carlton legend immediately brought discipline to the club and the players responded by taking out that year's flag, with Jesaulanko missing the final minutes of grand final against Collingwood because of a broken ankle. Sadly, it was his last game for Carlton as he allied himself with Harris in a battle against former Melbourne Lord Mayor Ian Rice for control of the club. Rice won a bitter election and Jesaulenko crossed to St Kilda (although he returned as Carlton coach in 1989-90). Former ruck star Peter "Percy" Jones coached the Blues in 1980 and, the following year, former Hawthorn coach David Parkin took over, guiding the Blues to immediate success in 1981-2.

The intense Parkin was dumped at the end of 1985 and former player Robert Walls took the Blues to the 1987 flag before he too was dumped and replaced by Jesaulenko, after an inglorious"home" defeat by the lowly Brisbane Bears in 1989. Parkin returned to the club in 1991 and, four years later, took the Blues to its sixteenth league premiership. And it was a very special Carlton effort, the Blues losing only twice - in consecutive early matches to Sydney and St Kilda - to mark themseleves one of the greatest teams in football history. That 1995 premiership side was led by the brilliant Stephen Kernahan, backed by the class of Greg Williams, Craig Bradley, Stephen Silvagni, Peter Dean and Justin Madden, among others. Carlton is a club built on success and its culture over more than a century has been to expect that success. It has never accepted second best and, apart from its 16 premierships, has produced champions in all eras, with Bert Deacon (1947), John James (1961), Gordon Collis (1964) and Greg Williams (1994) winning football's highest indivual honor - the Brownlow Medal. Great footballers at a great club.