Neoanarchist politics have become increasingly hegemonic on the North American left. Tracing its emergence during the Seattle WTO demonstrations in 1999 to its recent incarnation in the Occupy Wall Street movement, this article argues that neoanarchism's attempts to “change the world without taking power” pose serious theoretical and practical problems for emancipatory politics today. The text also examines recuperation as a factor in social movement decline, arguing that the incorporation of social movement themes is constructing a “new spirit of capitalism” that both addresses widespread demand for a more ethical world while simultaneously insulating itself from critique – a process facilitated by significant ideological resonance between neoanarchism and neoliberalism.