By reviewing different theoretical backgrounds behind knowledge, politics, and power of language in critical approaches to applied linguistics, this study introduces a newly constructed foundation for critical research, so called, Foucault’s ‘thoughts from outside.’ In order to understand Foucault’s experience of the outside, this study firstly explores the meanings of prohibition and transgression in literary texts, in which Foucault reflected the question of ‘limits.’ For example, research on Georges Batalille’s works provided an opportunity to consider the meaningfulness beyond the limitation of language. In the late works of governmentality and subjectification, Foucault also reinterpreted Kant’s concept of enlightenment and critique in the philosophy of actuality, defined as the ‘arts of existence’ or ‘critical ontology of ourselves.’ In this study, the critique as ethos is re-valued in an on-going inquiry and experimentation for the autonomous self-constitution of subject, which can be placed in the critical study of language, education, and society. Possible areas of research and L2 education (e.g., translingual practice, identity construction, narrative education) related to Foucault’s technological ways of living, as well as the limitations of this study, are also discussed.