Nietzsche’s Genealogy of Morals is deservedly part of the ethical canon, but it is also be enormously and insistently absent-minded. I’m going to first present, as a textual puzzle, a handful of forgetful moments in the first two essays of the Genealogy. To address the puzzle, I will take up a familiar idea, that the Genealogy is both a subversive account of ethics and of what it is to be an intellectual. I will describe a strategy for reading the text that makes these out to be differently and more closely connected than they are usually taken to be. That will allow me to address a persistent worry in the secondary literature, by explaining how the Genealogy’s criticism of morality can be something other than an instance of the genetic fallacy, yet also not lapse into one or another form of moralism. On the way, I will suggest that Nietzsche’s text requires us to modify one of the standard constraints on interpreting philosophical writing.