This paper re-examines the relationship between power, reason and history in Horkheimer and Adorno’s "Dialectic of Enlightenment." Contesting Habermas’ highly influential reading of the text, I argue that "Dialectic of Enlightenment," far from being a dead-end for critical theory, opens up important lines of thought in the philosophy of history that contemporary critical theorists would do well to recover. My focus is on the relationship that Horkheimer and Adorno trace between enlightenment rationality and the domination of inner and outer nature.