This study examines the ways that British military officers included specific groups of Sudanese elites in the process of planning the British-led conquest of the Sudan and in the early construction of colonial state power. During the planning of the conquest, British intelligence officers charged with collecting and analyzing information on the Mahdist state recognized two categories of informants as authoritative, European males who had acquired first hand experience of the region and elite Sudanese merchants who were able to travel to Cairo. As a result of pre-war intelligence that had, in part, been provided by Sudanese elites, British military officers believed that Sudanese elites could be divided into two categories, political rulers and religious leaders, and that a stable colonial state could only be built by incorporating the former while marginalizing the latter. Before the conquest, British officers planned a war reconstruction program that would use land registration laws, taxation regulations and a curtailing of earlier British led abolitionist programs to enlist indigenous political rulers as allies. While British military officers who staffed the newly created colonial state began to implement a reconstruction program designed to increase the wealth and local power of indigenous political rulers, these same officers implemented programs that either ignored or openly undermined the interests of indigenous religious leaders. When, in 1901, the rise of a new, urban-based millenarian religious sect led the new colonial government to engage directly with indigenous religious leaders, the British military officers who formed the first generation of colonial administrators sought to continue to curtail these leaders’ influence over state policy. Though the colonial government sought the advice of Omdurman-based Kadis as to the nature of the new religion and as to the appropriate punishment for apostasy, the Kadis’ ruling had no influence on government policy. British military officers simply implemented the punishment they had selected prior to consulting with the Kadis.