This chapter turns to Max Weber's thought, situating him within the larger tradition of German social liberalism, to unearth the implicit assumptions that structure current theories of the relationship between democracy, domination, and the welfare state. Weber's thought forces democratic thinkers and actors to confront the inevitability of complex, bureaucratic organizations in the modern state and the distinctive challenges they pose to transformative politics. At the same time, Weber himself had an ambivalent relationship to such democratic politics. He shares with the social liberals the idea that welfare institutions can turn the democratic demands of the German socialists into the objects of instrumental state administration. They could, so he hoped, transform political conflicts over the organization of power within society-and the challenge to entrenched structures of domination that entailed-into conflicts over material needs that could be rendered calculable by state institutions. Weber's thought represents, at once, a necessary point of departure for thinking about democratic action in the welfare state as well as a particularly vivid distillation of the underlying assumptions that narrow the political horizon of current democratic theorists.