The paper aims at elucidating the discoursive peculiarity and incoherence in Philo`s passeges discussing the causes for God to create the Man last (still not list) of all His works in the treatise De Opificio. The text, judged by David Runia as "exceedingly baroque" and seemingly full of discrepant and unnessecary expansions, retrieves its original sense, as I hope to demonstrate, if understood as a system of composite quotations, quite similar to the "proems" in the literature of Midrash. Reconstructing the unrecognised quotations from the Psalms and the Parables as the basis of philonic text one gets a reading in which almost every word finds its appropriate place. A semitic-speaking milieu for the provenance of this "midrashic" triptich is further suggested, thus contributing to the question of Philo`s use of transmitted (possibly, orally) early palestinian material.