The project of modernity inaugurated by the Enlightenment typically posits Reason as the ultimate ground of self-reliant humanity. Melville's 'critique of modernity' questions this project in essential respects. The social order of Melville's cosmopolis signifies an order of instrumental rationality that appeals to 'reason,' 'benevolence,' and 'confidence' as cultural values, which serves the secret fanaticism of public opinion, and which is devoted to the reformation of the 'natural' man. Under the dictatorship of instrumental reason, the classical concept of the search for self-knowledge gives way to the manipulation of appearances - truth is reduced to a coherent show and history to a puppet play of forces. Yet precisely because Reason cannot found its claims a space is opened in Billy Budd for the return of the holy.