Professor Harry Frankfurt has made a distinction between what he calls first-order desires, such as a desire for a Porsche, and second-order desires, such as a desire to desire a Porsche. He claims that this analysis of the structure of the will can provide an account of free human action. I argue against Frankfurt as follows: First, his account does not really free our wills, but only binds our wills at successively higher levels of desire; second, there is no good (...) reason to think that desires of any level higher than second exist; and third, critical review of one's desires necessarily involves the idea of an ought, and is thus not really a second-order desire at all. Rightly understood, all "higher-order" critical review of one's desires occurs at a single "level" of review, contrary to what Frankfurt believes, and this fact makes room for the theory of agency. (shrink)