While defending “close reading” of Shakespeare’s texts, the essay nevertheless rejects the notion of close reading as an unmediated encounter between mind and text. On the contrary, the article argues that all acts of close reading are contextually situated and multiply overdetermined; the same goes, however, for any texts isolated for close critical examination. In a discussion of the lines “Horatio, thou art e’en as just a man/ As e’er my conversation cop’d withal” (Hamlet, 3.2.53–54 ), the essay maintains that although the lines appear almost identically in the quarto and Folio versions of the play, they nevertheless read differently in their respective textual settings, in which significant variations occur. Focusing on Q1, the essay demonstrates that in this setting the lines are spoken by a Hamlet powerfully drawn to, and resisting, the popular theatrical clowning he mimics. In this context, Hamlet constructs Horatio as an antitheatrical figure of judgment. Shakespeare excises Hamlet’s mimicry of popular clowning from later versions of the play, thus altering the implications of a close reading of the “same” lines.