 It is certainly true that, in attempting to combine the best of eighteenth-century empiricism and nineteenth-century romanticism, Mill gravitated towards character as the locus of practical theorizing (Devigne 2006). This, by necessity, involved a change of emphasis in his philosophy. The question, however, is whether Mill’s focus on character is simply an instance of his attempt to elicit “dynamical conclusions” from “mechanical premises” (Letter to Thomas Carlyle, XII: 181)—whether, in other words, his attempt is to rest a character-focused ethic upon hedonistic foundations. The claim that some qualities of pleasure are more valuable than others need not violate the core claim of hedonism: that pleasurable experiences are the ultimately valuable things. It is perfectly open to the hedonist to claim that different pleasurable experiences are, on the grounds of their phenomenology, of different value. Mill’s associationism provides the resources to claim that pleasures are themselves complex and evolving emotions, reflective of, and often entangled with, the characters that give rise to them. This too may offer some explanation of what Mill means by claiming that, for instance, virtue can become part of our happiness. Given Mill’s profession that 