This article considers an apparent tension between, on the one hand, a widespread belief among literature teachers that the appreciation of a poem involves an experience of form-content inseparability and, on the other hand, these same teachers’ use of paraphrase to encourage appreciation. Using Terrence Deacon’s model of art experience, I argue that the tensions of this ‘paraphrase paradox’ mirror tensions inherent in poetic experience. Section II draws upon work by Rafe McGregor, Peter Lamarque, and Peter Kivy to frame an (...) approach to the form-content distinction, and to offer a brief overview of the paraphrase paradox. Sections III-IV summarize Deacon’s model of aesthetic experience, and argue that this model implies that poetic experience both triggers an impulse towards paraphrase, and frustrates this impulse. Section V looks at implications for the poetry teacher’s attempts to navigate the paraphrase paradox. Section VI tests these implications through an analysis of Philip Larkin’s poem ‘Faith Healing’. (shrink)