While most critics would not agree on the extent and nature of Elizabeth Bishop's surrealist affinities, the visual character of her poetry is generally held in the highest regard. Three specific passages in her poem "Over 2,000 Illustrations and a Complete Concordance" will help explain her daring visual approach to literature and the arts, with specific parallelisms in the theoretical texts of naif and surrealist painters. These three passages raise issues of visual culture, memory, and the relationship between words and images. I propose a new reading of Bishop's poem as an elegy for and revaluation of the innocent gaze, which the poem beautifully illustrates. Contemporary perception theory and analysis of visual culture help understand the radically innovative proposal that Bishop, in her typically self- deprecating mode, buried in scattered lines in one of her longer poems. **********