This paper on Roman etymologizing and etymological word-play was orginally conceived in the 1990s as a response to Robert Maltby’s Lexicon of Ancient Latin Etymologies.Section 1 offers a snap-shot of etymological word-play inaction in Augustan elegy; the focus is on plays associatedwith the name of Venus, in Propertius and in the poems of theCorpus Tibullianum associated with Sulpicia. Section 2 turnsfrom the poet to the grammarian, and briefly considers the language used to expound etymologies in Varro’s De Lingua Latina. Section 3 employs readings of Varro and of Ovid to adumbrate larger epistemological issues connected with etymology and etymological word-play in its Roman cultural contexts, and in modern critical practice