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stephen sondheim - ah, but underneath lyrics

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[phyllis]
never judge a book by its cover…
the thing that counts is what’s inside
never judge a lady by her lover…
it isn’t a reliable guide

the lady may decide her obligations
are merely to reflect his expectations
if his idea of ecstasy’s
to see what he expects to see ++
well, ignorance is bliss
but think of what he’ll miss…

she was smart, tart, dry as a martini
ah, but underneath…
she was all heart, something by puccini
ah, but underneath…

in the depths of her interior
were fears she was inferior
and something even eerier
but no one dared to query her superior exterior

she was chic, sleek, anything in fashion
that was just a sh+ll
take a close peek, you could see the passion
that was one as well
to conclude, you’d soon discover the secret of her appeal
was the wonder which lay underneath
which she wasn’t about to reveal

[men]
she was sly, wry, cool or coy or candid

[phyllis]
that was her liability, the curse of versatility

[men]
smart, shy, whatever was demanded

[phyllis]
she’d only allow a man to see enough to fan his fantasy

[men]
she made compliance into a science
one of the giants

[phyllis]
loud or lewd or lah+di+dah+dee
everything to everybody

as changeable as a chameleon with all that entails
but n0body saw what was really underneath all those veils
she was grand, bland, brave or brisk or brittle
anything required…
both concerned and strictly non+committal
and a little tired…

she was deftly deferential, or so they wrote on her wreath
no one ever glimpsed her potential
but when stripped down to the essential…
mind you, this is confidential…
way down underneath!

[everyone]
she was…
she was…
she was…

[phyllis]
sometimes when the wrappings fall
there’s nothing underneath at all!

- stephen sondheim lyrics

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