Credit for devising the Panoptical ‘inspection principle’ for prison design is attributed, perhaps now irrevocably, to Jeremy Bentham. However Jeremy always insisted that the original conception came from his younger brother Samuel – ‘After all, I have been obliged to go a-begging to my brother, and borrow an idea of his’. 1 Samuel was to have been an equal partner in the running of Jeremy’s Panopticon penitentiary. What is more, while Jeremy failed to get the penitentiary built in England despite twenty years’ lobbying and a large expense of his own money, Samuel actually erected a Panoptical ‘school of arts’ in Russia in 1807. In this paper I describe this remarkable Russian building, which has received only passing mention in the literature of architectural history and Bentham studies. The building admittedly in its short life had little influence outside Russia; but it anticipated in its geometry the many ‘radial prisons’ built across the world in the later Nineteenth Century. Indeed Samuel’s design avoided some of the contradictions that beset Jeremy’s own detailed penitentiary scheme of 1791 – contradictions which led to the failure of several of those prisons that put Jeremy’s plan directly into practice.