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Why do clowns appear so frequently in popular culture as frightening and psychopathic figures? When and how did they change from representatives of fun to representatives of menace? This essay argues that we may find the answer in both the notion of the comedian’s bifurcated identity inherent in nineteenth-century conceptions of humor and the use of the clown as a representative of cultural exhaustion developed in the wake of the decline of the Georgian pantomime. Through a focus on the career of the British pantomimist Joseph Grimaldi (1778–1837) and a reading of his Memoirs (1838), edited posthumously by Charles Dickens, this essay seeks to demonstrate that what we often term coulrophobia (the fear of clowns) has its origins in a narrative of memorializing that takes place in the midst of rapid social change.