This essay explores the close relationship between the poet Robert Duncan and Norman O. Brown. Their long friendship and shared intellectual interests were generative for both, allowing Brown at one point to remark that the “poetry of Robert Duncan had made the writing of Love's Body possible.” Duncan responded in kind by featuring Brown in “Santa Cruz Propositions,” written while the poet was in residence at the University of California, Santa Cruz. That poem draws on Brown's theories of Eros as a daemonic power to criticize his (Duncan's) old friend, Denise Levertov, whose anti-war poetry he felt had grown shrill and hectoring. At the same time, the poem attempts to draw out Brown's Dionysian, poetic potential. Duncan made Norman O. Brown an unwitting co-conspirator in this effort by attempting to reveal the naked poet beneath the academic robes. Much of the essay is based on correspondence between the two figures.