The author defines an exhibitionist ("flasher") as "someone who exposes his genitals to someone outside the context of the sexual act." When it serves as the major source of sexual pleasure, or is compulsive or repetitious, exhibitionism is regarded as a perversion. The erotic acting out is an attempt by the flasher to resolve his internal conflicts and to achieve tranquility at the expense of the victim. He gains sexual gratification by paralyzing his victim's senses and thinking process. In the case study presented, the patient (Peter) was 34 years old and was exposing and masturbating to orgasm daily. He sought help because of increasing anxiety about his behavior and the possibility it might escalate to sexual assault. He linked his obsession with sex to his internal turmoil and to his relationship with his mother, whom he described as "the biggest tart." She was apparently promiscuous and slept with many men in front of her children, who were both emotionally and physically neglected. Throughout his childhood, Peter regarded his father as a stranger. His exhibitionism was linked to his hatred for and denigration of women. This paper explores Peter's complex defense systems and describes his progress in weekly group analytical psychotherapy. When Peter was discharged after 7 years of treatment, his impulsiveness had been replaced by thoughtfulness, and his exhibitionism gave way to sublimation through competitive ballroom dancing. He avoided sado-masochistic relationships and established healthier relationships with women, his parents, siblings, and children.