A rich literature has discussed what it is to respond to a reason, e.g., to believe or act on the basis of some consideration or another. In comparison, what it would be to respond to a second-order reason has been underexplored. Yet formulating an account of this is vital for maintaining the existence of second-order reasons in both the practical and epistemic domains. And indeed, there are reasons to doubt this is possible. For example, responding to second-order reasons is meant (...) to be different from simply coming to believe or act for a more richly described first-order reason but it's not clear what this would look like. This paper introduces an account of the second-order basing relation which meets these concerns. It therefore both develops our picture of second-order reasons and helps to defend their existence. (shrink)