I chose the title of this essay in part because I will be discussing Leo Bersani's work on painting and cinema, and Doing so as a friend rather than a rival or adversary. But the three words in my title also describe how Bersani himself approaches the visible world: when he sees something, he looks with it, not at it. He is drawn to artists who look in the same way—artists who challenge the notion that seeing is a one-way action, which a seer performs on a visual object. Terrence Malick is a particularly good example of this type of artist, since he not only looks with the world but also makes this action the center of his films. As Bersani and Ulysse Dutoit put it in their discussion of The Thin Red Line, Malick shows us both “the world his characters are registering” and “the imprint of the act of looking on the subject of the looking” (Forms 146).