Michael Stocker and Bernard Williams are recent proponents of the influential objection against utilitarianism that it leads to important forms of alienation. The famous response is that such objections are mistaken. The objections picture agents being motivated by the principle of utility, but, e.g., Peter Railton argues we should see this principle as purely normative – agents can be motivated any way they like and still be ‘objective’ consequentialists. I argue that this type of position is inadequate as a full (...) answer to Stocker and Williams. I trace this failure to his inattention to moral psychology, then show how other remarks made by Mill provide the roots of a better answer to Stocker and Williams. (shrink)