This paper offers an account of Nietzsche's re-evaluation of values that seeks to satisfy two desiderata, both important if Nietzsche's project is to stand a chance of success. The first is that Nietzsche's re-evaluations must be capable of being understood as authoritative by those whose values are subject to re-evaluation. The second is that Nietzsche's project must not falsify the values being re-evaluated, by, for example, misrepresenting intrinsic values as instrumental values. Given this, five possible forms of re-evaluation are distinguished, (...) and, of these, four are argued both to satisfy the specified desiderata and to feature more or less prominently in Nietzsche's later work. The conclusion of the paper is therefore that Nietzsche's project has at least the right general shape to succeed, and that the reasons for this depend upon acknowledging the importance of the desiderata and of the distinctions to which the paper draws attention. (shrink)