In this paper we present a two-stage argument against Peter Carruthers' theory of phenomenal consciousness. The first stage shows that Carruthers' main argument against first-order representational theories of phenomenal consciousness applies with equal force against his own theory. The second stage shows that if Carruthers can escape his own argument against first-order theories, it will come at the cost of wedding his theory to certain unwelcome implausibilities. §1 discusses Carruthers' argument against first-order representationalism. §2 presents Carruthers' theory of consciousness. §3 presents our argument against Carruthers' theory. §4 sums up.