The neocortex is the most characteristic feature of the human brain. On gross inspection, its convoluted surfaces can be seen to have overgrown and covered most other brain structures. In the functional sphere, it is to the neocortex that we attribute those behaviors assumed to be most uniquely human such as cognition and linguistic behavior. This essay is an attempt to understand how this structure expanded during the course of mammalian evolution. At present, any attempt must be more speculative than definitive, but it is offered in the hope that it will generate more discussion on a topic that is central to all neurobiology, as well as a number of allied disciplines. I will proceed by outlining current views on the evolution of the brain, briefly review the organization of the somatosensory cortex in several mammalian forms, and then discuss in some detail ontogenetic mechanisms that may have some bearing on neocortical phylogeny. The primary proposition put forth is that the mammalian neocortex is relatively unspecified by strict genetic means, and that this allowed the neocortex to expand and adapt to a variety of circumstances during the course of phylogeny.