Despite a recent surge of interest in philosophy as a way of life, it is not clear what it might mean for philosophy to guide one's life, or how a “philosophical” way of life might differ from a life guided by religion, tradition, or some other source. We argue against John Cooper that spiritual exercises figure crucially in the idea of philosophy as a way of life—not just in the ancient world but also today, at least if the idea is (...) to be viable. In order to make the case we attempt to clarify the nature of spiritual exercises, and to explore a number of fundamental questions, such as “What role does reason have in helping us to live well?” Here we distinguish between the discerning and motivational powers of reason, and argue that both elements have limitations as guides to living well. (shrink)