When Annie Besant landed in India she disavowed all political intent, but she soon became a militant nationalist - the only western woman ever elected President of Congress. This essay explains her entry into politics by tracing the way her secular and socialist heritage informed her intellectual challenge to the ruling discourse of the Raj. In Britain, her theosophy acted as an alternative religious discourse combining aspects of a secularist critique of Christianity with a defence of eastern religions. In India, it acted as a religious and social discourse that asserted the legitimacy, even superiority, of the indigenous culture. More generally, a study of Besant's opposition to the Raj illuminates the logic of a view of India shared by many nationalists. It shows how this view of India arose in dialectical opposition to the legitimating discourse of empire.