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This paper considers the concepts and assumptions on which Amartya SEN’s policy perspective rests. It examines first his conception of, preoccupation with, and priority to freedom, and explores the strong similarities to the work of John Stuart MILL. It situates SEN’s treatment of freedom in relation to his idea of society and his limited conception of community. Second, we compare the valuation he gives to freedom with his declared reticence otherwise in specifying or assessing values. The paper extends DENEULIN’s arguments on the insufficiency of freedom as a principle of the good, to suggest development is the collective struggle for and extension of well-reasoned freedoms and humane capabilities, in balance with other reasoned values. Thirdly, we assess SEN’s views on the institutionalization of his ideas, and see the incompleteness of political freedom as a path to promotion of other human freedoms, especially in the context of market forces. We need criteria to judge the processes and outcomes of political freedom, and legal constitutions to embody additional values besides political freedom. SEN’s ideas require the necessarily conflictual construction of a rights-based approach, to counter evergrowing concentrations of money power.