Many of close reading's most enduring assumptions and techniques have their origins in psychological behaviorism. Beginning with I. A. Richards's critical work from the 1920s, this article demonstrates the central place of behaviorist ideas in New Critical theories of poetry. Despite explicitly disparaging Richards's behavioristic poetics, Brooks's Well Wrought Urn and Wimsatt and Beardsley's "intentional fallacy" perpetuated behaviorism's influence on literary criticism. This article traces how the New Critics translated behavioristic psychology into poetic formalism and discusses the implications of this for contemporary critical practice.