Ren Yi, self-styled Bonian (1840–1895), is rightly considered as one of the most prolific painters in late nineteenth century Shanghai. Like many of his contemporaries, the life of Ren Bonian was much entangled with social and economic change in the international city where new and old, local and foreign enterprises were assembled at that time. On this account his paintings often present a strong visual effect and delightful mood, as well as novelty, popularity and diversity to attract audience and facilitate commerce. This dissertation poses three broad questions: what was the relationship between the changes in society and artistic directions? What role do Ren Bonian's figure paintings play in the social relations of power, including those of class and gender? How do these help us to understand the artistic trends in Shanghai at that time'.' With equal attention given to history and art history, this dissertation provides a solid biography of Ren Bonian and a survey of the world in which painters such as Ren Bonian and his contemporaries lived in the first two chapters. In the third chapter, we explore the sources of Ren Bonian's learning, the roots of and the inspirations for his artistic language. Taking three types of his figure painting as examples, in the following chapter, our concern includes the popular literature, patronage and sexuality that possibly inspired Ren Bonian's choice of subject matter and visual performance. In the fifth chapter, we discuss the influences of both traditional training and the foreign stimuli on Ren Bonian's portraiture. The sixth chapter focuses on the serious problem of forgeries in relation to the rapid growth of his fame brought by Shen Bao and other media through the reproductions of his painting. A seal index and a chronological list of Ren's figure paintings are provided as appendices.