This paper re-evaluates Dio’s famous passing reference to Caracalla’s universal grant of citizenship by recontextualizing it within Dio’s larger narrative. Dio was the first historian to see the spread of Roman citizenship as we do – as a progressive expansion culminating in universal citizenship. Dio’s treatment of the topic of enfranchisement repeatedly returns to the question of whether an exclusive citizenship distorts or affirms the natural hierarchy of honour in the empire. The question is explored almost exclusively through the medium of embedded speech, with various voices within the text contributing to an emerging opposition between two competing visions of the proper relationship between citizenship and honour. This emerges in the tension between two important texts in Dio’s Augustan narrative: the speech of Maecenas, which recommends the enfranchisement of all the emperor’s subjects in order to erase the distinction between Romans and subjects (52.19.6), and the political testament of Augustus, which urges against mass enfranchisement and insists on the importance of the very same distinction (56.33.3). The narrative voice offers no explicit guidance on how to resolve these contradictory visions, leaving individual readers to confront the questions that they raise, with significant implications for their evaluation of Caracalla’s grant.