Much musicological and historicist criticism has tended to ‘flatten’ Goethe by confining him to the thought-clichés of his time, and this in turn has led to an implicitly patronizing view of him as musically conservative. This article will show how Goethe proves again and again to be more musically intelligent and perceptive than scholars have given him credit for. Certain musicological questions engross the poet throughout his life: the nature of major and minor tonalities; musical identity throughout the ages; music and text; the rhetoric of attentive listening; musical language and its capacity to occlude and exclude. Yet Goethe’s thought, this article demonstrates, is anything but static; his writings keep returning to, modifying and complicating his musical preoccupations. This article challenges the salient misconception that Goethe’s lack of musical judgement divorced him from the development of the nineteenth-century Lied and that Schubert’s settings ran counter to the poet’s intent. Two new readings of ‘Wandrers Nachtlied’ and ‘Erster Verlust’ show how Schubert is listening to the poetry and the upshot is not a song that reflects the poem but one that reflects on it.