This essay casts new light on Aphra Behn’s poetry and practice by exploring her preoccupation with human eyes. Behn repeatedly references eyes as objects in her verse, whilst also evoking the visual senses through the use of related verbs and metaphors. I argue that to better understand Behn’s fixation with eyes we need to look beyond her verse to visual culture of the period, especially to the portraiture of Sir Peter Lely. Behn’s verse and Lely’s portraits return repeatedly to the setting of the locus amoenus, an arcadian space populated by amorous swains and shepherdesses. By reading Behn’s and Lely’s work in dialogue we can better understand a wider philosophy about human desire at work across their œuvres. This approach provides new answers to key questions related to their artistic practice. It explains why Lely repeatedly depicted his sitters with the same “sleepy eyes”, an approach oft critiqued but, when understood alongside Behn’s poetry, becomes a deliberate move that indicates the conquest of sitter over viewer. The evidence assembled here also suggests that Behn’s poetry was directly influenced by portraiture, which had become far more accessible through the introduction of mezzotint engraving in the 1670s and 80s.