This work examines exploitation as a moral wrong, with the specific goal of explaining how one party might wrong another in an interaction that is to the benefit of both and fully consensual. This form of exploitation is interesting in that it involves neither harm nor certain procedural defects, such as coercion or deceit. I propose that exploitation – at least in some contexts (especially employment) and with few exceptions – occurs when one party (A) uses another (B) to attain what is needed to live a decent life while B is not given such an amount. A’s use of B in this way is a significant failure of respect, meaning A wrongs B despite the fact that their interaction improves B’s overall condition. I examine several contemporary theories of exploitation, finding none of them completely satisfying. I argue that some accounts fail to track the right kinds of considerations (including, in some situations, need). Other accounts fail to explain how the alleged exploiter could be obligated to interact on specific, non-exploitative terms with the allegedly exploited. Moreover, all these accounts share an approach to exploitation that can exonerate potential exploiters for the wrong reasons. After proposing some basic desiderata for a good theory, I offer my own account of exploitation and defend it from important potential objections, including the claim that it is overly restrictive because it will prevent interactions which would otherwise be of significant benefit to individuals in need. I conclude by discussing some connections between exploitation and structural injustice.