This chapter reads closely one of Shakespeare’s most complex, elusive poems. Although obscurities are explicated, the primary aim is not to gloss difficulties but to provide a sustained analysis of the poet’s use of the resources of structure, form, rhyme, syntax, and diction. The focus is on the experience of reading ‘The Phoenix and Turtle’ as it unfolds. But due attention is given to what the writing owes to classical and medieval bird poems, to changing attitudes to ritual (and particularly to funeral rites) brought about by the Reformation, and to material features of Robert Chester’s Loves Martyr (1601), the book in which Shakespeare’s poem was first printed. The relevance is also shown of the conventions that came to govern early modern poems about death—a topic more fully explored in the associated, background chapter, ‘Shakespeare, Elegy and Epitaph: 1557–1640’.