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This is an example of the spinning frame patented by Richard Arkwright in 1768. Also known as a water frame, it was the first textile machine designed to be powered by water. Arkwright set up the first water-powered cotton mill at Cromford, Derbyshire, in 1771. He is regarded as the founder of the Factory Age.

By 1783 Arkwight was rich enough to build a huge new mill, Masson Mill, in Matlock Bath. This spinning frame was one of many installed in Masson Mill. Similar machines were used in Arkwright's Manchester mill, which was built in 1781. Located on Shude Hill, this mill was Manchester's first cotton mill. It was also the first mill anywhere to use a steam engine, which pumped water onto a waterwheel.

By 1800 Manchester had emerged as the world's first industrial city and the centre of the world cotton trade. The nickname 'Cottonopolis' summed up Victorian Manchester's global status.