This article argues for a reassessment of JamesMill's anticlerical, and possibly atheistic, brand of secularism. Mill's well-known religious skepticism and criticism of the Church of England, it is suggested, have tended to obscure his otherwise dispassionate assessment of religion as a social phenomenon. The article traces Mill's lifelong belief that religious improvement was a necessary precondition to societal progress, from his first major publication in 1805 to his late advocacy of a tolerant state religion in 1835. In this, Mill differed starkly from Jeremy Bentham, who considered all religious beliefs harmful and whose utopian utilitarian society was secular rather than tolerant. The article contends that eighteenth-century Scottish enquiries into human manners and religious progress directly inspired Mill's lifelong ambition to use religion as a tool to reform manners and create the educated public opinion he believed was indispensable to the enactment of his democratic and utilitarian programme.