This article considers the extent to which Locke's defense of a right of resistance in Two Treatises was formulated in close engagement with contemporary concerns regarding the requirements of effective political authority. Though Locke deals with the issue of “sovereignty” discreetly, differentiating between the theory and problem of sovereignty, the article contends that his theory nonetheless assumes a significance that is often overlooked in modern commentaries. Using Filmer's attack on consent theory as a benchmark, Locke identifies weaknesses in the idea that political order requires a single and indefeasible locus of authority, and argues that his theory is neither morally nor practically sustainable. Similarly, Locke rests a large part of his defense of conditional government on an explanation of how this arrangement of authority can withstand the “sovereignty” criticisms leveled by Filmer. Locke's attention to the problem of sovereignty reflects how influential the critique of popular sovereignty theory, developed by Bodin and others, was at that time. Thusly, the notion of hierarchical authority promoted by these writers represented a formidable obstacle to limited government that Locke was obliged to address.