For Aristotle creating a virtuous character means habituating a stable emotional state or disposition (hexis), which enables the agent to feel and act rightly, and to have the intellectual virtue prudence (phronēsis) complete this habituation. But because feeling or emotion (pathos) is a passive state, it is not clear in what way we can make ourselves be affected correctly. This paper tries to solve this apparent difficulty by emphasizing the cognitive power of emotion. It also examines the role of prudence in the acquisition of ethical virtue, supporting an anti-intellectualist understanding of practical motivation.