The poem starts in the middle of a shrug. "so, in the dream I'm walking along" is lowercase and chatty, the way you'd tell a friend about last night's sleep. The setting is "the upscale but funky movie and restaurant / district" of Los Angeles, a place built on images and selling. The speaker is nearly awake, which hints at where the poem is going. He is about to leave the dream when something makes him look, and what he sees tests the line between a staged illusion and a real thing.
What he sees is a "live commercial": a golden-haired young woman circling inside a hoop while a disembodied voice murmurs "she is all beautiful." Everything here is borrowed from advertising. The voice comes from nowhere, like a voiceover, and the woman is lit and spinning like a product. Yet the commercial has no product, no cameras, "no flock / of Hollywood go-fers: no one is shooting." The pun on "shooting" is neat, since it means filming in this district, but nothing is being shot. Beauty is being displayed for its own sake, which the poem treats as the strange, unsettling part.
The speaker still sees in film language, and the poem lets the habit show. Her radiance is a "reel" that "glows and grows," and his eyes "pan her / from head to toe." He has become the camera, though no camera exists. The sound reinforces this: "wheels" and "reel" nearly rhyme, so the spinning hoop and the film spool turn together. When the poem breaks "slow / -ly" across a line, the word itself slows down, like the hoop. The most broken moment is "in the so real, she // is all beautiful—". The syntax stumbles, "the so real" is an odd, almost childlike noun phrase, and the white space after "she" feels like a held breath. The speaker has run out of ordinary grammar.
The word that changes the poem is "aureole." It means the halo around a sacred figure, and it describes the hair and hoop as if a saint were being painted. The poem then names Venus and brings in Botticelli's painting of her birth from the sea-foam, "standing in the giant half-shell." So the street performer is also a figure of divinity, and the poem claims both at once. The compound "divine-fleshed" does the same job in a single word, joining the holy and the bodily. "Glowing out / of all her skins" is stranger and more interesting. It suggests layers, as if she were many images stacked up (model, goddess, painting, passerby), with light coming through all of them.
The last stanza is the speaker's confession. "against all prejudice, even mine" admits that he arrived cynical, expecting a gimmick in a city of gimmicks. Then comes "her glow pries my open eyes." The phrase is ambiguous: his eyes are already open, so what is being pried? Perhaps a deeper kind of looking underneath ordinary looking. "I seize the radiance my eyes believe" turns seeing into believing, and the verb "seize" makes the act active and a little greedy, as if faith were something he grabs rather than receives.
Formally, the poem is free verse with no rhyme scheme. Its music comes from repetition and sound: "radiance," "radiant," "glows and grows," and above all the refrain "Venus in Los Angeles," which returns until it sounds like an incantation. The ecstatic "ah, yes! ah, yes!" nearly loses control, and the poem ends with no full stop, as if the vision is still going.
The poem matters because it refuses an easy irony. A cynical version would mock Los Angeles for fake glamour. Here the fake setting is where something real appears, and the speaker admits that his own doubt was part of the problem. The idea that beauty can show up uninvited, even in the most commercial street imaginable, is what makes the poem feel surprising rather than sentimental. It ends in praise, but the praise is earned, because the speaker has first shown how hard he found it to believe.