Tolstoy’s meetings with Russian composers tended to be debacles, for reasons that are easy enough to imagine. The author, after all, was not given to tempering his remarks on topics likely to vex his interlocutors – and for contemporary composers such as Tchaikovsky, Musorgsky, and Rimsky-Korsakov, Tolstoy’s views on art, its purposes, and its ethical responsibilities were decidedly among those vexing topics. Indeed, Tolstoy imagined that music above all the arts posed a special moral-aesthetic danger, as Caryl Emerson, Stephen Halliwell, and others have explained. But whatever their misgivings about Tolstoy the man, composers’ regard for Tolstoy the artist was much less equivocal. Tchaikovsky saw in Tolstoy an eminently “musical” writer whose gifts of simplicity, social observation, and psychological sensitivity were highly sympathetic to his own. Musorgsky, meanwhile, imbued his operas Boris Godunov and Khovanshchina with a vision of history that largely harmonized with the historical philosophy Tolstoy expounded in War and Peace. This chapter explores the connections between Tolstoy’s fiction and contemporaneous Russian music. I focus, in particular, on opera: an art form Tolstoy loathed, but which – as composed by Tchaikovsky, Musorgsky, and other Russians of the era – nonetheless abounded in Tolstoyan resonances.