This chapter examines the ways in which Lyndon Johnson attempted to build on and expand the liberal tradition in twentieth-century American politics. As he did so from the perch of the Oval Office, Johnson ran directly into the structural limitations and debilitating political fears of liberalism that were at work right at this high point for Johnson’s career: the racial accord that Northern Democrats had entered into with Southerners in the 1930s, and the fears about appearing weak on national security. In the end, the political vulnerabilities and limitations of this tradition would overwhelm him, leaving him to announce that he would not run for reelection in October 1964 and defining his legacy over the failed war in Vietnam. While it is important to understand how Johnson’s own agency led to his downfall, it is equally relevant to understand how the nature of American liberalism trapped Johnson into these positions. The president was caught in the basic contradictions of the agenda that he inherited and championed. The same tradition that strengthened his resolve to grow the government to tackle new areas of domestic life also pushed him toward the decisions that drowned his legacy for decades to come. This is not just the story of Lyndon Johnson – it’s the story of American liberalism in the twentieth century.