Ever since Mill made his eloquent argument for freedom of expression, political theorists have been concerned with the consequences of this freedom for social order. The problem of pluralism, how to reconcile citizens’ different conceptions of the good in a single polity, emerges precisely because individuals are free to pursue their conceptions of the good. As Rawls puts it in Political Liberalism, ‘How is it possible that there can be a stable and just society whose free and equal citizens are deeply divided by conflicting and even incommensurable religious, philosophical and moral doctrines?’1 The answer, for many liberals, is to eschew any commitment on a range of matters of substantive value and to leave the thorny matter of human flourishing to personal choice. In this chapter I examine Rawls’s argument for a neutral state in light of the milieu of difference politics. I contend that although neutralist liberals like Rawls hope to meet the challenge of difference, they in fact render their theory more vulnerable. Rawls’s ideas of reason, impartiality and cooperation are on the one hand indispensable for social life; without them the claims of difference threaten to destroy the possibility of social justice of any kind. However, these resources must be justified, ultimately, by reference to a substantive conception of the good, one that is in fact implied by Rawls’s own argument. In order to further the liberal ideals of equality and autonomy that motivated what might be dubbed ‘the neutralist turn,’ we must focus, not on a political theory that disavows substantive values, but rather one that embraces autonomy and human flourishing.