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This article describes the fear of metamorphosis in analysis as a relational dynamic, and as a particular form of resistance to change that may lie at the heart of clinical impasses. The fear of metamorphosis is the patient's fear of a complete alteration of valued aspects of her or his self-hood, which she or he experiences as an imminent catastrophe. This fear of metamorphosis is understood here as the analysand's attempt to protect aspects of her or his self-hood from transformation, especially vis-à-vis the analyst's “otherness,” and the impasses that may ensue, reflecting the analyst's and the patient's coconstruction of this otherness. I will examine the dialectics of wishing for transformation and the fear of it. This presents an inherent paradox that may emerge in the clinical encounter as a mutual unspoken and unformulated demand affecting both patient and analyst. I argue that the fear of metamorphosis is a particular variation of the resistance to change. Drawing on Bromberg's (1998) reformulation of resistance as “staying the same while changing,” I reexamine the clinical significance of this fear in the context of traditional and contemporary definitions of resistance, illustrated with a clinical example.