Involvement of crystalline rocks in thrusting near the foreland basin of a fold-and-thrust belt is relatively uncommon. In the northeastern Brooks Range, the Devonian Okpilak batholith was thrust northward and structurally elevated above adjacent foreland basin deposits during Cenozoic fold-and-thrust deformation. The batholith may have acted initially as a regional structural buttress, but a drop in the basal detachment surface to greater depth south of the batholith resulted in northward transport of the batholith. Shortening within the batholith was accommodated by (1) the development of discrete thrust slices bounded by ductile shear zones, (2) simple shear and development of penetrative mesoscopic and microscopic fabrics throughout the batholith, or both. The Mississippian Kayak Shale, a regional detachment horizon at the base of the overlying cover sequence, is depositionally thin or absent adjacent to the batholith. Thus, most of the cover sequence remained structurally coupled to the batholith during thrusting and was shortened by the development of penetrative structures.