Lawrence W. Levine (1933-2006) was a distinguished teacher and scholar of American cultural history, a field of study that his pioneering work helped to create and define. He joined the Department of History at Berkeley in 1962, retiring in 1994 as the Margaret Byrne Professor of History. Following his retirement from Berkeley, he spent each fall semester teaching history and cultural studies at George Mason University in Arlington, Virginia, and continued his research and writing. His scholarly work, with its emphasis on the use of nontraditional sources to understand the history of people “long absent from the historical narrative,” was groundbreaking and widely influential.1 His first book, Defender of the Faith, cast a new light on William Jennings Bryan and the rural society he represented. His second, Black Culture and Black Consciousness, “transformed the study of black experience in slavery and freedom,” digging deeply into previously overlooked sources—folktales, songs, jokes, verbal games, and religious expression—to explicate the culture and lived experience of black Americans. Highbrow/Lowbrow, The Opening of the American Mind, and The People and the President (written with his wife, Cornelia) continued his study of the many facets of American culture. Apart from his scholarly writings, Levine was known as a creative teacher and generous mentor to undergraduate and graduate students alike;he embraced teaching as a learning experience for himself as well, acknowledging how thoroughly the practice of teaching informed and enriched his own scholarly work. Levine was also an active participant in civil rights and civil liberties struggles in Berkeley and on the Berkeley campus, struggles which he describes as deeply impacting the course of his research and writing. In 1983, he was named a MacArthur Fellow;in 1985, he was elected to the American Academy of Arts and Sciences, and in 1992-1993 he served as president of the Organization of American Historians. Larry Levine’s oral history provides a window into the life and thought of this eminent scholar/teacher/activist. Full of his wit and love of storytelling, it is in part a tale of his own complex acculturation as a many-hyphenated New York-Jewish-American-Californian-Academic. Born in 1933, the son of an orthodox Jewish family, he grew up during the years of the Great Depression and World War II. As a youth he worked in his father’s fruit and vegetable store and played on the streets of his predominantly Jewish Washington Heights neighborhood of New York City. Educated in the public schools, as well as on the street, at the movies, and in the jazz clubs, he was, in his words, “a lousy student,” barely graduating from high school. He managed to enroll at City College of New York, where he studied history and began to think of becoming a college teacher. Graduate school at Columbia University, where he studied under Richard Hofstadter, led him into the world and the culture of the academe. In 1961, he “crossed the Hudson River to America,” to a position at Princeton, and the following year he crossed the country to Berkeley, where he taught for the following three decades.