The faltering emergence of new ‘mental health’ legislation in England and Wales between 1998 and 2005 is described. The slow progress largely reflected widespread opposition to the content of the government's plans to replace the Mental Health Act of 1983. That opposition was formalised in the Mental Health Alliance, an umbrella organisation which included user and professional groups as well as voluntary sector bodies. This article highlights the main points of dispute between the government and its opponents. In particular, concerns about compulsion and the duty of the state to guarantee good quality care in every locality divided the government and its critics. The implications of these disputes are discussed, along with some questions about interest work within the Alliance.