This chapter shows how Lucretius repeatedly draws parallels between the human soul and the stars in DRN 3. These parallels are achieved through intertextual reference to the Aratea, Cicero’s poem on the stars. In drawing as densely on the Aratea as it demonstrably does, the DRN creates a problem for its interpretation. The Aratea, a translation of the Phaenomena of the Hellenistic poet Aratus, is a text with a markedly Stoic orientation, as I’ve shown elsewhere (Gee 2001 and 2013). The Stoic approach to the stars and the soul is that of an intelligent-design philosophy, and therefore in opposition to Lucretius’ atomist understanding of the universe and mankind. What then is the meaning of Lucretius’ tapestry of allusions to the Aratea? This chapter shows how Lucretius deliberately hijacks a text in the opposing philosophical tradition as part of his polemical strategy. Through close readings it becomes clear that Lucretius eviscerates Cicero’s poem of its intelligent-design substance and substitutes his own Epicurean content in its stead. The reader familiar with the Aratea now views the Stoic poem through the mesh of allusions in the DRN, with the result that Lucretius has partially eclipsed the worldview of the Aratea and replaced it with his own.