This dissertation provides a new perspective on the political history of provincial Russia from 1763 to 1861. In the past, historians have often portrayed Russian state-building in the provinces under Catherine the Great and her successors as a process dominated by the government or thwarted by local actors. My work reframes this narrative by examining the institutions and practices that mediated between the central government and local residents, as opposed to focusing on those that drove wedges between state and society. My dissertation argues that during the nineteenth century a cadre of civic-minded mediators emerged in the Russian provinces as part of what I deem the "classical imperial order." However, the penetration of the state's values and institutions into the provinces often depended on networks that remained outside the state's control. By the 1860s the tensions created by these extra-institutional networks pushed state authorities to create a new political system as part of the Great Reforms.  As evidence for my argument, I take the provincial city of Tver' as a case study. Embarrassed by the conditions in Russia, Catherine the Great had grand ambitions to build an enlightened European empire upon her ascension to the throne in 1762. When the city of Tver' burned to ashes in 1763, she seized the opportunity to develop new forms of governance and urban planning that she then replicated elsewhere in the empire. During the latter decades of the eighteenth century and the first third of the nineteenth century, state-sponsored civic projects to improve life in the city often floundered. My extensive research in Tver's regional archives shows that these programs failed because Tver' did not possess a critical mass of civic-minded residents who saw these programs as vital for their community. The state's decision to expand local educational institutions and the arrival of both cholera and Russia's first railroad changed this situation, galvanizing civic awareness among the city's elite. My work, however, shows that this development did not necessarily constitute a successful conclusion to the state-building project, as the civic culture in Tver' often depended on political mechanisms that appropriated or circumvented central government institutions.