While much has been made of the similarities between the work of Nietzsche and Freud, insufficient attention has been paid to their differences. Even where they have been noted, the degree of these differences, which sometimes approaches direct opposition, has often been underestimated. In the following essay, I will suggest that on the topic of conscience Nietzsche and Freud have radically opposed views, with profoundly different moral consequences. Despite superficial similarities, Nietzsche’s conception of conscience is opposed to that of Freud in almost every conceivable way. For Freud, conscience is primarily associated with bad will, repression, subordination to social prohibition, and the feeling of guilt. For Nietzsche, conscience is primarily related to affirmation, memory, individual sovereignty, and the feelings of pride and power. To be sure, Freudian “bad conscience” has its parallel in Nietzsche’s philosophy—but only as a modality of conscience, not as its foundation. Freudian conscience is, on the contrary, an essentially bad conscience.