Large foundation models can exhibit unique capabilities depending on the domain of data they are trained on. While these domains are generic, they may only barely overlap. For example, visual-language models (VLMs) are trained on Internet-scale image captions, but large language models (LMs) are further trained on Internetscale text with no images (e.g. from spreadsheets, to SAT questions). As a result, these models store different forms of commonsense knowledge across different domains. In this work, we show that this model diversity is symbiotic, and can be leveraged to build AI systems with structured Socratic dialogue -in which new multimodal tasks are formulated as a guided languagebased exchange between different pre-existing foundation models, without additional finetuning. In the context of egocentric perception, we present a case study of Socratic Models (SMs) that can provide meaningful results for complex tasks such as generating freeform answers to contextual questions about egocentric video, by formulating video Q&A as short story Q&A, i.e. summarizing the video into a short story, then answering questions about it. Additionally, SMs can generate captions for Internet images, and are competitive with state-of-the-art on zero-shot video-to-text retrieval with 42.8 R@1 on MSR-VTT 1k-A. SMs demonstrate how to compose foundation models zeroshot to capture new multimodal functionalities, without domain-specific data collection. Prototypes are available at socraticmodels.github.io.