The unpleasantness of pain motivates action. Hence many philosophers have doubted that it can be accounted for purely in terms of pain’s possession of indicative representational content. Instead, they have explained it in terms of subjects’ inclinations to stop their pains, or in terms of pain’s imperative content. I claim that such “noncognitivist” accounts fail to accommodate unpleasant pain’s reason-giving force. What is needed, I argue, is a view on which pains are unpleasant, motivate, and provide reasons in virtue of (...) possessing content that is indeed indicative, but also, crucially, evaluative. (shrink)