Recent scholarship on John Benson’s notorious 1640 Poems Written by Wil. Shake-speare Gent. has recuperated the volume as a savvy remaking of the 1609 Shakespeares Sonnets. Rather than focusing on Benson’s disruption of the Sonnets, however, this essay first recovers a striking gentleness in his editorial practice. Widening our analytic perspective from the level of the individual sonnet to that of the collection, it shows that Benson took the local order of the 1609 publication as intrinsic to the meaning of the gathered sonnets. The essay then uses this sensitivity to an intratextual poetics to reconsider how the 1640 Poems transformed Shakespeare’s lyrics. The material form of the small octavo collection, as well as the poem and volume titles, the layout of the pages, and the form of the lyrics all suggest that Benson was responding to John Donne’s popular verse collection, Poems by J.D. (published in 1633 and 1635). In turn, this new bibliographic paradigm adjusted the erotics of Shakespeare’s collected lyrics, as the dualities of the Petrarchan sonnet sequence coalesced into longer poems and gave rise to a metaphysical poetics of desire. Together, these dual influences on the 1640 Poems Written by Wil. Shake-speare. Gent. propose that, as a publisher, Benson was sensitive to how collections informed the interpretation of gathered poems and that, as an editor of Shakespeare’s lyrics, he was responding creatively to that intersection of textual and poetic form. Benson’s gentle editing demonstrates that the textual structure of the book was foundational to the production of poetic affect.