In Democracy When the People Are Thinking Fishkin offers a wholehearted defense of the possibilities of realizing the democratic ideal of self-government within contemporary societies. However, there is a fundamental tension in the book between participatory and non-participatory interpretations of deliberative democracy. Although Fishkin defends the desirability of mass participation in a deliberative democracy, he also defends a non-participatory conception as our second-best option under non-ideal conditions. Against this proposal, I argue that it fails to take the so-called “problem of the second best” into account. Once we recognize this problem it becomes clear that, under non-ideal circumstances, the second-best option is not the improvement of some democratic values to the detriment of the others. To the contrary, our second-best strategy is to use institutional innovations such as Deliberative Polls with the aim of improving on all democratic values in ways that are optimally suited toward securing each of them.