Bariatric surgery results in massive physical changes, but concomitant processes of psychological change are more complex. As eating numbs disturbing feelings it serves as a defense. A larger body may also provide physical and emotional protection. Usually, an overweight person can express ambivalence about change by overeating. Gastric Bypass and Lap-Band procedures restrict the type and quantity of food eaten. Drawing on Freud's prescription for work with agoraphobics, surgery is viewed as a means to help people grapple with the defensive uses of overeating. With thrilling bodily alterations and shifts in the defensive structure, a period of psychological and physical disequilibrium may ensue. This upheaval may usher in moments of opportunity in the analytic process. Clinical material describes short- and longer term responses to surgery and notes how the impact of an overweight analyst's body interacts with the emotional life of her overweight patients.