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Widely known for the doctrines of the Will to Power and the Overman, Nietzsche is among the most influential -- but also the most misunderstood and misappropriated -- of the nineteenth-century philosophers. We will aim at developing philosophical control of his unusually lyrical and aphoristic texts. Topics will include: the genealogical method, nihilism, the revaluation of values, the Eternal Return, ressentiment, perspectivism, Nietzsche's theory of truth -- and, of course, the Will to Power and the Overman. We will also consider how those themes have been taken up by later Nietzscheans such as Foucault and Nehamas.