This paper is offered as an exploration of transference and countertransference issues when, in the process of analysis, the analysand becomes terminally ill. Written from the point of view of the analyst, eros and boundary issues are discussed. It is proposed that those who are about to die may form particularly intense erotic attachments and that this is characteristic of a speeded up individuation process. The paper is based on the case of a suicidally depressed man who formed an immediate, dependent and erotic transference. After three months, he was diagnosed as having an inoperable lung cancer. From then on the analytic frame was challenged by pressures to act out in a number of different ways. It is argued that gender difference and the heterosexual pairing facilitated the differentiation of adult, sexual and Oedipal feelings from infantile, pre-Oedipal ones. Maintenance of the analytic frame enabled the individuation process to continue to the end.