ABSTRACT One might have thought that any right-thinking utilitarian would hold that motives and intentions are morally on a par, as either might influence the consequences of one's actions. However, in a neglected passage of Utilitarianism, John Stuart Mill claims that the lightness of an action depends â??entirely upon the intentionâ?? but does not at all depend upon the motive. In this paper I try to make sense of Mill's initially puzzling remarks about the relative importance of intentions and motives in a way that high-lights the importance of other elements of his moral philosophy and action theory.