Schopenhauer's account of sense perception contains an acute critique of Kant's theory of cognition. His analysis of the role of the understanding in perception may be closer to Kant's than he conceded, but his physiological analysis of the role of the senses nonetheless proffers a more plausible account than Kant's transcendental conception of perception and understanding. Schopenhauer also makes a radically un-Kantian move when he suggests that human cognition is driven by human needs, urges, affects, and desires. The understanding is no mere transcendental faculty but a biological tool. The cerebral system helps the organism survive and express (and fulfill) its needs and wishes. In aesthetic perception, however, the cerebral system now operates detached from the individual will. This "will-less," aesthetic cognition is pleasurable, not merely because it offers relief from the sufferings that trouble the willing self but also because it procures a heightened and painless state of mind that transcends ordinary cognition of the phenomenal world and generates a deeper insight into the timeless universals behind the mere appearances of things. Thus Schopenhauer not only moves beyond Kant's transcendental epistemology, supplementing it with an illuminating account of ordinary perception, but also overcomes Kant's aesthetics by showing that the value of a genuine aesthetic experience cannot be reduced to the value of the (disinterested) pleasure it affords. (Contains 33 notes.)