Abstract:  On the basis of 3p9s and 3p39s of the Ethics, it might seem that, for Spinoza, a judgment about something's goodness or badness is motivationally inert and, moreover, that value judgments essentially reflect an individual's pre-existing motivational states. However, in this paper I show that Spinoza holds that under certain conditions a motivational state results from a value judgment. Spinoza's theory of motivation consists of two accounts of the psychological order of value judgments and motivational states: an account of their order in those in bondage as well as an account of their order in those who are free.