Critics have charged that John Stuart Mill''s discussion as of paternalism in On Liberty is internally inconsistent, noting, for example, the numerous instances in which Mill explicitly endorses examples of paternalistic coercion. Similarly, commentators have noted an apparent contradiction between Mill''s political liberalism – according to which the state should be neutral among competing conceptions of the good – and Mill''s condemnation of non-autonomous ways of life, such as that of a servile wife. More generally, critics have argued that while Mill professes an allegiance to utilitarianism, he actually abandons it in favor of a view that values personal autonomy as the greatest intrinsic good. This paper presents an interpretation of Mill that provides a viable and consistent treatment of paternalism, thereby refuting each of the aforementioned critiques. Mill''s views, it argues, are consistently utilitarian. Moreover, the interpretation accounts for all of Mill''s departures from his otherwise blanket prohibition of paternalistic legislation. In particular, it explains his most notorious example, the condemnation of voluntary contracts for slavery. The interpretation emphasizes Mill''s conceptual linkage between autonomy and utility, noting his implicit use of at least three different senses of the notion of autonomy.