This essay was largely completed before I had an opportunity to read Professor F. Ahl's contributions to Statian scholarship inANRW. In those two essays there is to be found an extensive survey of the negative judgements accorded to Statius in general and to theThebaidin particular, scholars have united in assuming that Statius' flattery of Domitian is either sincere or merely servile and that his epic has nothing to say about the world in which he lived. By challenging both these assumptions in an extremely trenchant and, I believe, convincing way, Professor Ahl has prepared my ground for me and I do hope that any reader who feels that the thesis of this paper must be unsound because of what we ‘know’ already about Statius will consult Professor Ahl first. On the other hand, while I do think that the recently traditional view of Statius as, at best, an escapist and, at worst, a toady is unsustainable, I do believe that Professor Ahl is, from time to time, guilty of over-interpreting and I think that there must be some danger that critics who can see the excesses in some of the details of his position will imagine that they can safely ignore his far more important fundamental point. In this piece, I intend to explore the first book of theThebaidin the light of its models, especially theAeneid, not because that is a method that will reveal all there is in the book but because it is possible to apply reasonably rigorous tests of plausibility. At a later time and elsewhere I hope to pursue this kind of analysis both to the rest of the epic and in relation to other sources. It is also my view that Statius presented his material in a particular order for his own good reasons and that it can be unhelpful, as many do, to rearrange the material in the hope of revealing some novel insight.