In this paper I argue that the idea ‘becoming-woman’ is an attempt to transform embodied experience but, because it is unable to concern itself with mechanisms, structures and processes of sexual differentiation, fails in this task. In the first section I elaborate the relationship between becoming-woman and Deleuze's ‘superior’ or ‘transcendental’ empiricism and suggest that problems can be traced back to an underlying Humean empiricism. Along with Hume, Deleuze, it seems, presumes a bundle model of the object which dissolves things (...) into episodic objects of perception and leaves the subject unable to distinguish between fanciful objects, erroneous perception and any other thing. The empiricist ontology thus has consequences for epistemology and leaves us unable to question the conservative tendencies of common sense. As an alternative to transcendental empiricism, the second section considers how transcendental realism, with its ontological commitment to the mind-independent character of things, may provide a more fruitful and productive line of enquiry. Given that there is such a choice, in the third section I speculate as to the specific desires that drive such philosophical abstraction; abstraction which culminates in the non sex-specific figure becoming-woman whilst disguising the mind-independent character of the mechanisms, structures and objects that affect the subject. So I conclude that, despite all appearances of radicalism, the philosophical model ‘becoming-woman’ – aligned as it is with schizo-processes and the philosophical loss of mind-independent things – is more of the same and sexual difference remains a hidden term. Due to this, I believe that feminists should view it with suspicion. (shrink)