Two critiques of D. J. Bem's (1996)“Exotic Becomes Erotic” (EBE) theory of sexual orientation are presented. First, the core proposition of EBE theory is considered; that is, the idea that adults are erotically attracted to the gender-based class of peers (males or females) who were dissimilar or unfamiliar to them in childhood. Studies cited by Bem and additional research show that EBE theory is not supported by scientific evidence. Second, Bem's claim that his theory applies equally to both sexes is questioned; instead the argument that it neglects and misrepresents women's experiences is made. Bem's conceptualization of erotic desire and his analysis of gender nonconformity illustrate this problem. It is suggested that different theories may be needed to explain the development of men's and women's sexual orientation.