The article explores how education promotes social change. Using the philosophical foundations of adult education outlined by Elias and Merriam (2001, "Philosophical foundations of adult education" (3rd ed.), Krieger) as an analytical framework, the article compares the similarities and differences between popular education forms in two countries: Highlander education in the Appalachian Mountains in the United States and study circles in Sweden. The findings of the article indicate that, influenced by the folk schools' education connecting to the social, political and economic problems of life, Highlander education and Swedish study circles dealt with the problems of life in education, but took different directions due to their different social and political contexts. Influenced by the radical philosophy of adult education, Highlander education attempted to achieve social and economic justice through social liberation in local communities; based on humanistic education philosophy, Swedish study circles pursued social democracy mainly through individual development. These different approaches to social change are reflected in three dimensions: participants, financial support from the government and the organizational systems. The differences are shaped by their different social and political backgrounds, and reflect their different philosophical foundations and different approaches to social change.