A valuable window into the world of non-slaveholding whites is provided by Hinton Rowan Helper's The impending crisis of the South (1857). This native North Carolinian purported to articulate the views and concerns of his class in a devastating critique of slaveholders and southern society. Helper was the only southern intellectual to theorize and conceptualize non-slaveholders fully as a distinct class and this article examines his arguments and evaluates his claim to be representative of their thinking. It suggests that although this group was far too diverse for any one opinion to be truly representative, The impending crisis recorded a sense of discontent found within certain sections of the non-slaveholding ranks ignored by consensus interpretations of the Old South reliant upon elite sources of evidence.