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This paper starts from the thought that we cannot take for granted that a society's highest values will survive in the long term as effective motivators within that society. By ‘highest values’ I mean values such as justice, concern for members of weak and minority groups, and respect for promises and for the attempt to speak truthfully - values that apply at the highest level of generality. If they are to survive and to be effective, two things may be necessary: firstly, unpredictable ‘epiphanic’ moments in which the power of these values is emotionally experienced by individuals, and secondly, institutions and a vocabulary in which these values can be remembered, discussed and affirmed in emotionally and imaginatively impactful ways. I shall suggest, with reference in particular to the thought of Emmanuel Levinas and Ronald Dworkin, that the second of these factors, the remembering and affirmation of values, marks out the crucial, perhaps even the irreplaceable, contribution of a religion' to a society. The failure, within psychoanalysis and also more widely, to appreciate the working of this function in a society over generations may mean that the consequences of ‘growing out of religion’ (Winnicott) have not yet been adequately recognized.