The paper considers Mackie's defence of ‘populist’ democracy against the critique offered by Riker and the Rochester School. Riker has two arguments against populism: first that Arrow's theorem shows there is no such thing as the general will, second, that once we have chosen a social decision mechanism the results may not represent the true wishes of the population since people may vote strategically. Mackie argues Arrow's theorem is misleading since the independence condition is not itself substantively rational, and that manipulation never actually occurs. The paper shows that independence is needed for interpretation and prediction, and whilst Arrow's strong condition may not be ‘substantively rational’, examples show that no single decision mechanism, even Mackie's favoured Borda count is obviously superior. It then argues that every election can, in Arrow's terms, be considered as manipulated – though there is nothing substantively wrong in that. The paper ends by pointing out that in the absence of complete information market outcomes are also similarly manipulated.