This thesis is concerned with the question of what qualities of fictional characters middlebrow readers find compelling. It will be claimed that modernist novelists were less skilled in character creation than were their predecessors, at least in terms of appealing to the middlebrow reader. Reasons for this will be suggested through studies of theories on the appeal of literary characters, as well as theories on plot and narration. The main work examined will be Virginia Woolf’s Mrs. Dalloway – one of the most modernist of modernist novels. That Woolf should fail to create characters compelling to the middlebrow reader is paradoxical, as she herself was highly concerned with characterization, as well as with appealing to the reader she referred to as the “common” reader. Although Woolf had several opinions on how one should go about writing novels with characters as the primary focus, she seems to have failed to follow her own prescriptions fully when writing Mrs. Dalloway. Woolf’s opinions as expressed in her essays “Mr. Bennett and Mrs. Brown” and “Modern Fiction” will be compared to the situation in Mrs. Dalloway. Moreover, it will be claimed that Woolf somewhat failed to realize what the “common” reader is looking for in a novel, something that could have been avoided had she paid more heed to the features of the popular “classics” she repeatedly referred to. One of the main claims here is that modernist novelists often were inconsistent in their claimed “art for art’s sake” approach, often letting realism and social criticism get in the way of “art.” In the case of Woolf – and other modernist novelists with her – realism, social criticism, and other concerns extraneous to characterization seems to have interfered with the rendering of character for character’s sake. One of the implications of such a study is the suggestion that contemporary novelists may take advantage of hindsight and compare characterization in novels considered modernist to characterization in novels considered more classical and traditional in attempting to decipher more about the art of character creation.