“Sleeping with the Dictionary” contains no line breaks. It is a one-stanza prose poem with ten sentences. The first-person speaker uses double entendre—a play on words that usually has a subtly sexual suggested meaning—and puns to create multiple levels of meaning in the poem: One level is the speaker physically reading the dictionary in bed, while the other level implies a sexual relationship.

In the first sentence, the speaker introduces her “companion.” After identifying herself, “I,” she highlights the first syllable of “dictionary” with another word that shares the same first syllable: “dicker.” Both these words sonically reveal the sexual meaning—throughout the poem “dictionary” refers to a “companion” who has a dick. The dictionary is also anthropomorphized (made to appear human) as having another organ used for sexual activity—a mouth. It is “silver-tongued” and has “lips.” The speaker refers to these lips meeting her own gloss, which carries the pun of lip gloss and glossing over—skimming—a text.

The second sentence continues the description of the dictionary. Listed qualities include “versatile,” “conversant,” “well-versed,” and “not adverse,” which all contain “vers[e],” or poetry. In other words, the dictionary contains poetry. These words also refer to a lover, further linking poetry and sex.