This is the edited transcript of a talk on lyrics given by Stephen Sondheim at the 92nd Street Y that first appeared in The Dramatists Guild Quarterly, Autumn 1971. The Dramatist deeply appreciates this opportunity to reprint it, with Mr. Sondheim’s kind permission. We also extend our thanks to the many music publishers and their representatives who have given permission to print the quotations from lyrics and to those who researched the copyright lines.
Mr. Sondheim was introduced to the audience at the 92nd Street Y by Lehman Engel, who characterized him as an artist with “a full grounding in the culture of the past, an awareness of the present, and a feeling of responsibility for the future,” in a musical theatre which he described as “the most collaborative of all possible efforts.” Mr. Sondheim responded by naming all his own collaborators—Leonard Bernstein, Arthur Laurents (four times), James Goldman (twice), Burt Shevelove, Larry Gelbart, George Furth, and Richard Rodgers—in addition to Harold Prince as his most recent producer/director at that time. He then proceeded with the following informally structured and “random” talk.
This is all fairly unprepared. I am just going to talk, and I am just going to ramble. Some of the thoughts will be incomplete, some will be pontifical. And contentious and dogmatic and opinionated.
I’m going to talk only about theatre lyrics, lyrics in a dramatic situation on a stage in terms of character, not pop lyrics. Most of the examples are going to be from my own work simply because I know it best; and from Oscar Hammerstein II and Cole Porter because they are among the few lyricists who have been deemed worthy of having their lyrics published in book form. I’ll quote some others, but a lot will be from Hammerstein and Porter also because I like them a lot. Many of the examples from my own work will be songs you’ve never heard, cutouts from shows. Generally, they are songs I like, and I seldom get a chance like this to lay them on people. Also, when I play them, you won’t know the errors I’m making, I hope.
Sinclair Lewis once began a talk to some writers by asking, “How many in the audience want to write?” When a few people raised their hands, he asked, “Then why aren’t you all at home writing?” Well, I don’t think he was entirely right. I think there is something to learn. I learned most of what I know from Oscar Hammerstein, and maybe some of the things I have to say tonight, even though they are just random thoughts, will help those of you in the audience who want to write. I think most of what has to be said about the principles of lyric writing—when to follow rules and when to break them—can be said in a very short time. There are in fact only one or two principles from which I think all lyric writing springs, and I will get to those shortly.
Two Principles
It’s hard to talk about lyrics independently of music, but I will try. Obviously, all the principles of writing apply to lyrics: grace, affinity for words, a feeling for the weight of words, resonances, tone, all of that. But there are two basic differences between lyric writing and all other forms, and they dictate what you have to do as a lyric writer. They are not even rules, they are just principles.
1 First, lyrics exist in time, as opposed to poetry, for example. You can read a poem at your own speed. I find most poetry very difficult, and there are a few poets I like very much. Wallace Stevens is one, but it takes me a good twenty minutes to get through a medium-length Wallace Stevens poem, and even then, I don’t understand a lot of it, yet I enjoy it and can read it at my own speed. That’s the point. On the stage, the lyrics come at you, and you hear them once. If there’s a reprise, you hear them twice; if there are two reprises, you hear them three times, but that’s all. Quite often you’ve had the experience, or you’ve heard friends say, “Gee, I didn’t get the lyric until I heard the record.” Well, that’s the problem. You only get it once. The music is a relentless engine and keeps the lyrics going.
2 This leads to the second principle. Lyrics go with music, and music is very rich, in my opinion the richest form of art. It’s also abstract and does very strange things to your emotions. So, not only do you have that going, but you also have lights, costumes, scenery, characters, performers. There’s a great deal to hear and get. Lyrics therefore have to be underwritten. They have to be very simple in essence. That doesn’t mean you can’t do convoluted lyrics, but essentially the thought is what counts, and you have to stretch the thought out enough so that the listener has a fair chance to get it. Many lyrics suffer from being much too packed.
I’ll give you some samples of my own later, but my favorite example is “Oh, what a beautiful mornin’/Oh, what a beautiful day.” I would be ashamed to put it down on paper. It would look silly. What Hammerstein knew was that set to music, it was going to have an enormous richness. It did; it’s a beautiful lyric, but not on paper.
I have a book of Hammerstein’s lyrics and one of Cole Porter’s. Hammerstein’s you fall asleep reading, while Porter’s is an absolute delight, like reading light verse. “Oh, what a beautiful mornin’” is not anywhere near as much fun to read as to hear. An imitation Hammerstein lyric that I did is “Maria” in West Side Story, a lyric I am not terribly fond of except for one good line: “Maria, I’ve just kissed a girl named Maria.” I remember when I wrote that I thought, “I can’t do anything that bland and banal, but I’ll fix it later.” Of course, when it went with the music, it just soared, it was perfect. The fancier part of the lyric, “Say it loud and there’s music playing/Say it soft...” etc., etc. (I’m too embarrassed to quote it) is a very fruity lyric, too much, overripe.
Serious poets make very bad lyric writers. For example, Auden’s lyrics for The Rake’s Progress read brilliantly. They are sharp and witty but so packed and so full of reverberations and resonances that they are impossible to get, they are wearing, they are exhausting. It’s an opera that should be read—or, as with most operas, you can hear it without having to hear the words anyway because of the singers—but the point is that the lyrics are too packed.
I’ve always thought of lyric writing as a craft rather than an art. It’s so small. There are how many words in an average lyric? I’m tending to write long songs these days, but the average lyric has maybe 60 to 80 words, so each word counts for a great deal. Now, any novelist or short story writer takes as much pains as they can over each individual word, but they are not as important as in a lyric, not even as important to a playwright because each lyric line is practically a scene in itself. If there are twelve lines in a song, this is like twelve scenes in a play, and if one word is off, it’s like an entire section of the scene.

The opening line of Porgy and Bess by DuBose Heyward, who wrote all the lyrics for the first act, is “Summertime and the livin’ is easy.” And that “and” is worth a great deal of attention. I would write “Summertime when” but that “and” sets up a tone, a whole poetic tone, not to mention a whole kind of diction that is going to be used in the play: an informal, uneducated diction and a stream of consciousness, as in many of the songs like “My Man’s Gone Now.” It’s the exact right word, and that word is worth its weight in gold. “Summertime when the livin’ is easy” is a boring line compared to “Summertime and...” The choices of “ands” and “buts” become almost traumatic as you are writing a lyric—or should, anyway—because each one weighs so much.
Oscar Hammerstein once told me how astonished he was to learn that the sculptor of the Statue of Liberty had carved the top of the head as carefully as the rest of the statue, even though he couldn’t possibly have known that one day there would be airplanes. That’s what you have to do in a lyric, too—every word counts, whether the audience hears it specifically or not. In “Everything’s Coming Up Roses,” there was very little to say in the lyric after the title was over, so I decided that I would give it its feeling by restricting myself to images of traveling, children, and show business, because the scene was in a railroad station and was about a mother pushing her child into show business. Now that may be of no interest except to somebody doing a doctorate in 200 years on the use of traveling images in Gypsy. But the point is, it’s there, and it informs the whole song.
On one level, I suppose, lyric writing is an elegant form of puzzle, and I am a great puzzle fan. There’s a great deal of joy for me in the sweat involved in the working out of lyrics, but it can lead to bloodlessness, and I’ve often been capable of writing bloodless lyrics (there are a number of them in West Side Story).
Anyway, all the principles extend from this one, which is lyrics existing in time. They also help shape the music, just as the music shapes them. The rigidity of lyric writing is like sonnets, and onstage this rigidity makes creating characters difficult, because characters, if they are to be alive, don’t tend to talk in well-rounded phrases. But on the other hand, the power that is packed into the rigid form can give it enormous punch and make the characters splat out at you. An example from my own work is “The Ladies Who Lunch,” which is so packed that it gives out a ferocity, mainly because I chose a fairly rigid form, full of inner rhymes and with the lines in the music almost square—not that it’s sung square, I mean the lines are very formed.
Three Influences: Hammerstein, Shevelove, Laurents
I would like to talk next about influences. Oscar I have told you about. The main thing he taught me was that it’s content that counts. It’s what you say rather than how you say it, and clarity of thought, making the thought clear to the listener (that has to do with the lyrics existing in time again). Oscar also said, “Say what you feel, not what other song writers feel.” When I started out writing love songs, I would write about stars and trees and dreams and moonlight, the usual song writer’s vocabulary. That’s fine if you believe it, but I didn’t. Oscar also stressed the opening of a show: “The first lyric the audience hears, the first song, is what really makes or breaks a show. If you start with the right opening, you can ride for 45 minutes on the telephone book. On the other hand, if you start off with a wrong one, it’s an uphill fight all the way.”
The next major influence in my lyric-writing life was Burt Shevelove. He’s a man who has written lyrics; he doesn’t write them anymore, which is a great loss. He was once a sort of white-haired boy on Broadway because he wrote some of the sketches and lyrics and directed a show called Small Wonder, which was a succès d’estime. He then spent two years of his life writing a show called A Month of Sundays based on a play called Excursion, and it flopped. For a number of years, he wrote industrial shows and worked in television. After West Side Story, I approached Burt and asked him if he felt ready to write another musical, and he had this idea for a Roman comedy, something he had always wanted to do and in fact had fiddled around with while he was at Yale. I got to be good friends with Burt. We’ve talked ever since, endlessly, and one of the things he taught me was that clarity of language was important as well as clarity of thought. He believes that the best art always seems effortless—maybe not true of something like “Guernica,” but true of lyric writing, I think. Burt advised me, “Never sacrifice smoothness for cleverness. Better dull than clumsy.” I agree. An awful lot of lyrics suffer from the lyric writer having a really clever, sharp idea which he can’t quite fit into the music, so it sits there clumsily, and the actor is stuck with singing it. The net result always is that it doesn’t land with the audience. It has to be smooth if you are going to make the point.
Burt writes conversational lyrics. I’d like to read you one from Month of Sundays, one that I admire very much. It has a very simple tune sung by a girl in a story about a group of New Yorkers who go on an excursion on a ferry and the ferryboat captain decides to take off to the South Seas. Instead of going up to the Bronx, the passengers end up on an island in the South Seas. One of them is a New York secretary, and she meets a guy on board the ship, and they fall in love. She sings a lyric that goes as follows:
I’m in trouble Lord above,
I’m in trouble, I’m in love.
Is the problem ever solved?
I’m in trouble, I’m involved.
Who can fight it, who can win,
Who can say what should have been? But this kind of trouble,
If there must be trouble,
Is the nicest trouble to be in.
Now, that’s a simple and terrific lyric. The use of the word “involved” is what lyric writing is all about.
The third major influence on my lyrics is Arthur Laurents. We have done four shows together: West Side Story, Gypsy, Anyone Can Whistle, and Do I Hear a Waltz? And I hope we will do more. Arthur taught me mostly playwriting principles about lyrics, much deeper and subtler than Oscar, because Arthur writes deeper and subtler plays than Oscar. The major thing I got from Arthur was the notion of subtext. Now, this is a word that I had heard tossed around by Actors Studio types for a long time and really rather sneered at; but what it means simply is give the actor something to act. I think this is a real secret; if I had to sell secrets about lyric writing, I would sell this secret about subtext. Watch how even some Broadway lyrics that you admire just sit there, with nothing for the actor to play. They just play the next logical step. A playwright when they write a scene always gives some subtext, or it’s a very shallow scene. Well, that happens with lyrics. They may be very good, but if they’re just on the surface, if there’s no pull, there’s a kind of deadness on the stage.
This concerns dramatic lyric writing, of course, I’m not talking about the Cole Porter kind of lyric writing, which I’ll get to later. I’m talking about the texture of a play where you are really dealing with character. There’s a song in Follies called “The Road You Didn’t Take” which on the surface is a man saying, “Oh, I never look back on the past, I mean, my goodness, it just wouldn’t be worth it.” He’s doing it to con himself as well as the lady he is with. In point of fact, he is ripped to shreds internally. Now, the actor has the ripped-to-shreds that he can play. There’s also a stabbing dissonance in the music, a note in the music that tells you, the audience, that something is not quite Kosher about what this guy is saying. But more important, it gives the actor (John McMartin) something to play. Those of you who see Follies and want a lesson in subtext, watch what Dorothy Collins does with a song called “In Buddy’s Eyes.” It’s her lie to the John McMartin character, in which she says that everything is just wonderful and she’s having a terrific time at home, she’s so happily married. Nothing in the lyric, nothing, not a single word tells you that maybe it isn’t true. Nothing in the music tells you, although there’s something in the orchestration. The actress has to tell you, and if you watch Dorothy deliver that song with intense anger because she feels she has been had, because she was jilted by Ben (the John McMartin character) 30 years before, the whole song takes on a very peculiar quality. It isn’t quite what it seems to be, and yet there’s nothing in the lyric or music that tells you this. Incidentally, Jonathan Tunick, the orchestrator, also understands something about subtext, because every phrase in that song which refers to Buddy, her husband, is dry; it’s all woodwinds. Whenever she refers to herself it’s all strings again. Not one person in a thousand would get this, but like the top of the Statue of Liberty’s head, it’s there and it helps in forming the song.
There’s a song in Gypsy called “Some People” that Arthur Laurents had given me the idea for. I was afraid it was going to be just a list song about a woman’s anger—about how some people settle for this and some for that but as for me, I’ve got to get out of here—and it seemed to me to just be on the surface. What Arthur had wanted her to play, which I hadn’t realized, is that she wants a plaque that’s hanging on the wall behind her father’s head. It is worth $88, which is what she needs. She is using the entire song as an excuse for borrowing money from him, and when he doesn’t fall for the song, she goes and takes the plaque. Here again, the subtext gives the actress something to play. She can play the money and the plaque.
Arthur is the collaborator with whom I’ve worked the closest. He’s taught me a great deal about matching diction with ideas and continuity of content. He also is terrific on titles as any good bookwriter-collaborator had better be if he works with me, because I steal from them all the time. “I Feel Pretty’” is a title of Arthur’s and “Some People” and “Something’s Coming.” Anyway, Oscar, Burt, and Arthur have been my three major influences.
The Genesis of Songs
I go about starting a song first with the collaborators, sometimes just with the bookwriter, sometimes with the director. We have long discussions and I take notes, just general notes, and then we decide what the song should be about, and I try to make a title. If I am writing the music as well as the lyric, I sometimes try to get a vamp first, a musical atmosphere, an accompaniment, a pulse, a melodic idea, but usually the tone comes from the accompaniment figure, and I find that the more specific the task, the easier. If somebody says write a song about a lady in a red dress crying at the end of a bar, that’s a lot easier than somebody saying write a song about a fellow who’s sorry. I would like to quote Oscar on this subject, in a marvelous introduction to a book of his called Lyrics: “There is in all art a fine balance between the benefits of confinement and the benefits of freedom. An artist who is too fond of freedom is likely to be obscure in his expression.” So what you want is something specific but not too specific.
Then I usually make a list of useful rhymes related to the song’s topic, sometimes useful phrases, a list of ideas that pop into my head. Then I try to make a prose statement to the point, so that it won’t get lost. James Goldman once said in a lecture at the New Dramatists that when he goes out of town, he posts a piece of paper on his dresser or bathroom mirror so he can see it every morning. It says, “What is the play about?” so that in all the terrible rewriting, where you suddenly have to write for the actress to make a costume change, you don’t lose the point. I find it useful to write at the top of the page a couple of sentences of what the song is to be about, no matter how flimsy.
To illustrate another thing I do, I remember I played “Maria” for Jerome Robbins, and he liked the song fine but got very angry about the pauses. He said, “Maria, I’ve just met a girl named Maria, and suddenly that name will never be the same to me,” and then there’s this bar-and-a-half pause. What am I supposed to do there?" I said, “Well, I mean, he’s just standing there on the stage.” Jerry said, “But how am I supposed to direct him?” I said, “Well, can’t he just stand there?” Jerry said, “You’ve got to give me something for him to do, or do you want to stage it?” Choreographers and many directors don’t like pauses, but he had a point there that’s very important. You should stage your numbers when you are writing them. Never just write a love song and give it to the director and the choreographer, expecting them to invent. That’s not their job. That’s their job after you’ve invented. When you’ve invented the staging, they can do anything they want with it, completely change it, but they have to have at least a blueprint, some idea of the theatrical use of the song. “Company” I staged in my own head all the way through to the second chorus including the use of the long word “love,” which was to get the cast off the elevators and down to the main level. I wanted that to be the first time the elevators moved, but we couldn’t work that out specifically. But I knew where Bobby was standing, I knew in my head where all the people were. This had nothing to do with what Michael Bennett eventually did with it, except that he was delighted to receive a general blueprint which helped him over certain hurdles. He was able to invent freely because he never felt he would be hung the next day in rehearsal by having to wonder what to do about a blank space. For example, “Who’s That Woman?” in Follies was a number designed for a lady named Stella Deems who hasn’t performed the number in 30 years. The six girls who used to perform the number with her are all 30 years older except for one who is dead. The number was to be for Stella Deems and five girls with a hole in the line. I thought that would be macabre and touching. The number ended with a challenge dance between the two leading ladies who were at the ends of the line. I had the whole thing worked out carefully in my head, including tap dance sections. Michael came along and threw the whole thing out and changed it entirely to what you see on the stage now, which I think is maybe the most brilliant musical number in terms of the staging I have ever seen in the theatre. In the genesis of a song, another important principle that I’ve always believed in is: content dictates form. There’s a song in Company called “Getting Married Today.” In content, it is about this hysterical girl who doesn’t want to get married except that she’s forced to in her own head, so it suggested the counterpoint and the contrast between a serene choir and a hysterical lady, between the slow and the fast and the serene and the hysterical.
Looking back at the first page of notes I ever made about Company, I see that we sat around and talked about how to turn these one-act plays into a musical. We talked about the central character, and Hal Prince said it would be nice to have a number called “Company.” Well, “company” is a word you can’t rhyme—except Lorenz Hart rhymed it with “bump a knee,” which is not my kind of rhyme—so it would be a little hard to do it as a title refrain. Then Hal said, “And also I would like it to introduce the various styles of the show, the way we are going to cut back and forth; also I would like it to introduce the main character and include all the other characters; also I would like it to use the set...” So, I replied in my usual grudging way, “Well, I am not sure if I can, well, let me see if I can do it and maybe I can write the score, I don’t know.”
I have my sketch sheets here. Let me read you some of the notes I put down: “Everybody loves Robert (Bob, Bobby)...” The idea of nicknames had already occurred to me. Then I had Robert say, “I’ve got the best friends in the world,” and then the line occurred to me, “You I love and you I love and you I love,” and then, talking about marriage,“A country I’ve never been to,” and “Who wants vine-covered cottages, marriage is for children.” It’s all Bob’s attitude: “Companion for life, who wants that?” And then he says, “I’ve got company, love is company, three is company, friends are company,” and I started a list of what’s company. Then I started to expand the lines: “Love is what you need is company. What I’ve got as friends is company. Good friends, weird friends, married friends, days go, years go, full of company.” I started to spin free associations, and I got to “Phones ring, bells buzz, door clicks, company, call back, get a bite,” and the whole notion of short phrases, staccato phrases, occurred to me. By the time I got through just listing general thoughts, I had a smell of the rhythm of the vocal line, so that when I was able to turn to the next page and start expanding it, I got into whole lists of things: “No ties, small lies. So much, too much. Easy, comfy; hearts pour, the nets descend, private jokes,” all short phrases, but what came out of it eventually was the form of that song, which worked out better than I had expected.
Clarity and Synthesis
How the lyrics work with the music affects their clarity of expression. When a phrase of music comes to an end the lyric should come to an end, otherwise it sets up a conflict in the listener’s ear. The lyric should match the music with a comma, a semicolon, a period, or just the completion of a phrase. Here’s a song I wrote for Saturday Night that violates it (it’s also a song I like). It’s called “So Many People” and it was the ballad in the first act between the young girl and the young man, with the verse sung by the girl. This girl has always been ambitious, she’s always wanted to be rich, and she thinks this guy is rich or had thought he was and just found out to her horror that he isn’t, but she is in love with him anyway.
I said the man for me
Must have a castle.
A man of means he’d be,
A man of fame.
And then I met a man who hadn’t any,
Without a penny
To his name.
I had to go and fall
For so much less than
What I had planned from all
The magazines ...
There’s the violation, in those last few lines.
... I should be good and sore,
What am I happy for?
I guess the man means more than the means.
When you come to that “so much less than...” and think it must be the end of a sentence, well, that’s what I mean about periodicity. I remember that the tune of “One Hand, One Heart” (Bernstein had originally written that tune for Candide) had only a dotted half-note to each bar, just that steady motion. I realized I couldn’t set any two-syllable words to the song, it had to be all onesyllable words. I was stifled, and down in Washington after my endless pleas, Lenny put in two little quarter notes so that I could put in “make of my” and “make of our” as in “Make of our ... hearts ... one ... heart,” not a great deal but at least a little better.
Words have to sit on music in order to become clear to the audience. I am talking about clarity, remember, and clarity has to do with that thing I talked about, time. You don’t get a chance to hear the lyric twice or to read it, and if the lyric doesn’t sit and bounce when the music bounces and rise when the music rises, it isn’t just a question of mis-accents, which are bad enough, but if it is too crowded and doesn’t rise and fall with the music, the audience becomes confused. There’s a song in West Side Story called “America” and thank God it’s a spectacular dance, because it wouldn’t get a hand otherwise. It has 27 words to the square inch. I had this “wonderful” quatrain that went “I like to be in America/O.K. by me in America/Everything free in America/For a small fee in America.” The “For a small fee” was my little zinger, except that the “for” is accented and the “sm” is impossible to say that fast, so it went “For a smafee in America.” Nobody knew what it meant, and I learned my lesson: you have to consider an actor’s tongue and teeth. I have gotten better at it. Towards the end of rehearsals of Company, I wrote “Getting Married Today” which has a lot of words in it. It was fast because, as I said, the character is hysterical. The lyric was written quite carefully; I did the second draft in Boston (and it really needs a third draft, but we had other problems and because I was late in writing the score, as I always am, I never got a chance to polish it). By comparing the two drafts, I can show you a little bit about how you alternate vowels and consonants. The song is to be sung in one breath, though Beth Howland doesn’t do it all in one breath on the stage. After playing the show a year, she’s still nervous about this number, she expends so much breath on the opening “p” that she doesn’t have enough left for the end. In the recording, where the microphone was right up close and she wasn’t anxious about projecting, she did it all in one breath with no problem. The character is a bride treating the audience like the guests at her wedding in church.
First Draft
Wait a sec, is everybody
Here? Because if everybody’s
Here, I want to thank you all for
Coming. I’d appreciate your
Going even more. I mean, you
See, we aren’t coming to the
Wedding, me and Paul. Remember
Paul? You know, the man I’m gonna
Marry, but I’m not because I
Wouldn’t ruin anyone as
Wonderful as he is, but I
Haven’t even told him, so I
Thank you all for the gifts and the flowers,
Thank you all, now it’s back to the showers.
Don’t tell Paul, but I’m not getting married today!
Revised Version
Pardon me, is everybody
There? Because if everybody’s
There, I want to thank you all for
Coming to the wedding. I’d ap-
preciate your going even
More. I mean, you must have lots of
Better things to do, and not a
Word of it to Paul. Remember
Paul? You know, the man I’m gonna
Marry, but I’m not because I
Wouldn’t ruin anyone as
Wonderful as he is, but I
Thank you all for the gifts and the flowers,
Thank you all, now it’s back to the showers.
Don’t tell Paul, but I’m not getting married today!
The second version is much easier to sing. Just the effort in forming the “w” in “wait,” the first word of the first draft, does something to the jaw; right away a little effort is wasted, and she is just that much weaker for the rest of the song. I decided to start with something easier, the “p” in “pardon.” You don’t sing “Pardon” with a strong “p,” you just do “pardon” with a soft “p” and save some strength, some of the strain on the jaw muscles. All the changes from the first to the second draft are essentially about that. I had a second verse to this song that had some nice jokes in it, but I could never solve it in terms of the viability of the words. Hal always liked it, but it bothered me because poor Beth was stuck there every night with her lips over her teeth and everything getting all tangled. It went like this:
Isn’t this a tacky little
Chapel? I apologize, we
Thought of Presbyterian, but
Paul, you know, is Jewish and my
Mother is a Catholic, so
Synagogues were out, which is ir-
relevant since anyway the
Whole thing is ridiculous, con-
sidering we’ve lived together
Nearly seven years, and very
Happily, so what’s the point of
Marrying and spoiling it?
And so forth. Anyway, it’s your job as a lyric writer for the theatre to consider the singer’s problems, to be careful of consonants. Some very odd things happen when you string words together with music, because actors can’t play with rhythm an awful lot. For example, the first time I heard “I Could Write a Book” the last line sounded to me like “How to make two lovers a friend” because of the two “f”s in “How to make two lovers of friends.” The way to sing it is to take space between the two “f”s, but that kills the melodic line.
Richard Rodgers’ daughter Linda went to see Annie Get Your Gun out of town when she was about ten years old. When her father asked her what she thought of the show, she said she particularly liked the hurricane song. Dick was the producer, and he didn’t remember any hurricane song, but his daughter identified it by the line “Mighty fences are down” (“My defenses are down”). I had one of those experiences myself, I went out of town to see Carousel when I was fifteen. I was thrilled by it, and then I heard something that shocked me. A character named Nettie came out to sing “June Is Bustin’ Out All Over” just after Julie Jordan had discovered she was pregnant. Nettie was played by Christine Johnson, a lady with a good deal of operatic training, and many opera singers never say the word “is.” They use it as an “e” sound. And so I suddenly heard “Julie’s bustin’ out all over.” I thought, “In a Rodgers and Hammerstein show?” If audiences would concentrate more on lyrics, a lyric writer’s job would be easier, but we live in an era of miked theatres. You ought to hear Hal Prince on the subject. Nobody listens in the theatre anymore, and it’s because everybody is so used to miked sound that they don’t have to concentrate. Since they don’t have to concentrate, they not only talk among themselves but they are not into the play. Hal says that one of the reasons he is so involved with the theatre is that when he was young, he used to get tickets for a dollar or two at the top of the second balcony in a Broadway theatre. He would lean forward, and it would take him about five minutes to adjust his ear to what the actors on the stage were saying. Remember, it’s not that Ethel Merman had this great clarion voice that allowed her to do all those musicals without mikes, it’s that people were used to listening. Microphones are a relatively recent invention, and we are stuck with them.
Favorite Lyric Writers
Picking a favorite lyricist is a tricky if not impossible business. When The Dramatists Guild Quarterly asked me to name my favorite lyric writer for a special Spring 1967 issue on this subject, I made this comment: “There are too many good ones and no perfect ones. Therefore, let me list some preferences, rather than favorites. Among present lyricists, I especially like Frank Loesser. Any man who has the nerve to set the line “Some irresponsible dress manufacturer,” the way he did in How to Succeed deserves an award.” He never was afraid of setting anything, no matter how peculiar it was, and it always came out funny. My favorite groups of lyrics are those from Hammerstein’s Carousel, Loesser’s Guys and Dolls, E. Y. Harburg’s Finian’s Rainbow, and Cole Porter’s Kiss Me, Kate. These pretty well determine my favorites, although I would like to add to them Dorothy Fields. Among the younger lyricists I especially like Sheldon Harnick and Carolyn Leigh.
I’ll tell you a little bit about what I like about them. The best thing about Porter, the most astonishing thing to me is not his facility with words. Facility with words is fairly common. He believed what he wrote, that’s what kills me. Oscar did, too. Oscar was able to write about dreams and trees and grass and stars because he believed in them, and what Porter believed in was gossamer wings. No man on earth can write “gossamer wings” except Cole Porter, and nobody has been able to imitate Porter successfully because they don’t believe what he believed.
Frank Loesser’s ideas are what kill me about him. “Fugue for Tinhorns” is a sensational idea for a song... it was also written out of town, which is even better (you get a lot of good ideas out of town). Where Loesser wasn’t very good was when he was imitating Oscar Hammerstein as in The Most Happy Fella. He’s got a pair of lines in there that I just wouldn’t believe he would ever write: “Warm all over, warm all over/Gone are all the clouds that used to swarm all over” Real imitation Hammerstein, and it doesn’t work. What I like best about Dorothy Fields is her use of colloquialism and her effortlessness, as in “Sunny Side of the Street,” which is just perfect as a lyric.
“Yip” Harburg is the master of whimsy, and I suppose “When I’m Not Near the Girl I Love” is one of the five or ten best lyrics ever written. What’s most extraordinary about it, you listen to the first eight lines astonished at the clever ins and outs of the idea, and then every successive verse has one twist you don’t expect, on and on, endlessly inventive until, exhausted, he stops. He is also a master of the arch rhyme. There’s a couplet in The Wizard of Oz that nobody else could get away with, when the Cowardly Lion in “If I Only Had a Heart” sings: “I would demonstrate my prowess/Be a man and not a mow-ess.”
Sheldon Harnick I admire for grace and charm and perfection of setting. He is an impeccable lyric writer. I wrote a private joke into Follies for him, but it got cut during rehearsals. He wrote a show called The Body Beautiful, and I was very impressed with the lyrics, particularly with one rhyme of “feminine” with “lemon in (my tea).” In colloquial speech that’s okay, but that “I” in “feminine” is just that much off the “o” in “lemon,” and I decided someday I would improve on it. The original version of the song “Beautiful Girls” that introduces the ladies as they come down the stairs in Follies went like this:
Painters have tried with all of their skill
To catch the grace
Of the feminine
Form and face.
Poets have tried, but try as they will,
They waste their time Painting them in in
Ternal rhyme.
I guess my favorite set of lyrics ever is DuBose Heyward’s for Porgy and Bess. He wrote all the ones in Act One including “Summertime” and “My Man’s Gone Now” and about half the others. Some lyrics he wrote in collaboration with Ira Gershwin, some Gershwin wrote himself, and some Heyward wrote himself in the last two acts. It’s a tiny body of work, a dozen songs, but every one is perfect, not a single improvement to make. I can hardly believe how brilliant these lyrics are, how they accomplish exactly what they set out to do, how emotional they are.
And as I also said in the Quarterly, my favorite single lyric line is “Yip” Harburg’s from The Eagle and Me: “Ever since the day when the world was an onion.” I don’t know how an idea like that ever occurs to somebody. It’s too good.
Last Lines
I find it useful to write backwards, and I think most lyric writers probably do, too, when they have a climax, a twist, a punch, a joke. You start at the bottom of the page; you preserve your best joke to the last; the ideas should be placed in ascending order of punch. And another thing, the last word ought to be singable. It always bothered Oscar that the last line of “What’s the Use of Wond’rin’?” is “And all the rest is talk,” and he always claimed that the number never became as popular as it should have because “talk” is not a word that is graceful for a singer to hold. The “k” cuts it off, closes the sound. It’s best to end with an “ow” or “ah,” open sounds that the singer can go with. Two of the most useful words in the language are “me” and “be,” but unfortunately, they have pinched sounds.
Rhyme
Many lyric writers don’t understand the difference between rhymes and identities. In a rhyme, the vowel sound is the same, but the initial consonant is different, as in “way” and “day.” In identity, both the vowel and the consonant that precedes the vowel sound are exactly alike, as in “consternation” and “procrastination.” That is not a rhyme; it is an identity. It’s not that identities are outlawed, it’s just that they don’t prick the ear the way rhymes do. They don’t point up the words, so if you are going to use an identity you have to use it carefully. They can be monochromatic but very useful. Oscar not only liked to use identities, he liked to repeat words where ordinarily you might rhyme, as in “Younger than springtime am I/Gayer than laughter am I,” using the exact word as a little refrain. I did it in “There’s a place for us/Somewhere a place for us” (every time I see that phrase, what comes to mind is that, as it is set, it goes “There’s a place for us,” the word “a” is clearly the most important word in the line, it’s one of the most embarrassing lyric lines ever written).
You try to make your rhyming seem fresh but inevitable (I guess it’s what you try for in all kinds of writ ing), you try for surprise but not so wrenching that the listener loses the sense of the line. Larry Hart is full of that kind of wrenching. That’s why I’m down on him. The hardest kind of word to rhyme is “day” because it makes you concentrate on the content. “Day” is when I use my rhyming dictionary, going down the list of all the “a” rhymes to find something that will express the vague thought in my head; whereas if you are going to rhyme a word like “orange” it restricts your thought about content greatly. In a way, it makes it easier for you. By the way, I was quoted in Time as saying that “orange or” and “porringer” rhyme. They don’t, unless you happen to be in certain sections of the country, or unless the lyrics are very fast—but I would never rhyme “orange or” and “porringer,” so I was a little embarrassed to see it. It’s much more fun to try to rhyme words like “month,” because then you have to invent a character who lisps words like “wonth’” or “dunth” or you have to rhyme it as part of an inner scheme like “unthinking.”
The function of a rhyme is to point up the word that rhymes. If you don’t want that word to be the most important in the line, don’t rhyme it. Also, rhyme helps shape the music, it helps the listener hear what the shape of the music is. Inner rhymes, which are fun to work out if you have a puzzle mind, have one essential function, which is to speed the line along. Examples are to be found in Cole Porter’s “Where Is the Life That Late I Led?” Porter is a master of inner rhymes which make the line not only funnier but also speed it up, as “Where is Venetia who loved to chat so?/Could still she be drinking in her stinking pink palazzo?” The inner rhyme speeds it, makes it funnier, gives it a shine. “And lovely Lisa, where are you, Lisa?/You gave a new meaning to the leaning tower of Pisa.” The inner rhyme makes this a superb joke with the “leaning” and the “meaning.” Inner rhyme can also be used for strength. “Our love was too hot not to cool down,” the “not” makes that rock solid. I use it myself a lot in “The Ladies Who Lunch,” where the inner rhymes are kind of hidden, to give the lines a tautness so the listener would feel what the lady is feeling. “Here’s to the girls who play wife/Aren’t they too much?/Keeping house but clutching a copy of Life/Just to keep in touch.” The “clutch” is hidden, there’s no musical pause there, no way of pointing it up, but it’s there to help make the line tense, the way the character is. It’s very bad, I think, to use rhymes when you bend the sense for them, which is my major objection to Lorenz Hart’s lyrics.
Another function of rhyme is that it implies education. One of the most embarrassing moments of my life as a lyric writer was after a run-through of West Side Story when some of my friends, including Sheldon Harnick, were out front. I asked Sheldon after the show, “What do you think?” knowing he was going to fall to his knees and lick the sidewalk. But he didn’t, and I asked him to tell me what was wrong. “There’s that lyric ‘I Feel Pretty,’” he said. Now, I thought “I Feel Pretty” was just terrific. I had spent the previous year of my life rhyming “day” and “way” and “me” and “be.” And with “I Feel Pretty,” I wanted to show that I could do inner rhymes too. So, I had this [young] girl singing, “It’s alarming how charming I feel.” You know, she would not have been unwelcome in Noel Coward’s living room. Sheldon was very gentle, but oh! did it hurt. I immediately went back to the drawing board and wrote a simplified version of the lyric which nobody connected with the show would accept. So, there it is, embarrassing me every time it’s sung, because it’s full of mistakes like that. When rhyme goes against character, out it should go. Rhyme always implies education and mind working, and the more rhymes, the sharper the mind.
It’s nice to find rhymes that have been lying around all the time with nobody using them. I think I found one in “Love Will See Us Through” in Follies, the rhyme of “soul-stirring” and “bolstering.” I don’t think anybody’s used it, and when you find one like that you feel very proud. When you have nothing to say, there are lots of techniques available and rhyme is one of them. I offer in evidence “Lover” by Lorenz Hart which starts out “Lover, when I’m near you/And I hear you/Speak my name/Softly in my ear you/Breathe a flame.” Surely if that thought has any validity at all it can be stated better than that. My guess is that he had this amount of music to fill out, or a situation too simple for him to apply any kind of wit or feeling, so it’s all inner rhyme.
As for alliteration, my counterpoint teacher had a phrase “the refuge of the destitute.” That’s my attitude toward alliteration. Any time you hear alliteration in a lyric, get suspicious. For example, when you hear “I Feel Pretty’” and she sings “I feel fizzy and funny and fine,” somebody doesn’t have something to say. On the other hand, I used a line very much like it in Gypsy in the song “Small World” where she sings “Small and funny and fine.” Well, here the alliteration is accidental, but it’s O.K. because “funny’” is the song’s key word; it starts out “Funny, you’re a stranger who’s come here.” “Funny” works as the theme of the song, so “small and funny and fine” is quite different. But I would have been a fool if I had used an “f” word in place of “small,” it would have killed the lyric with alliteration. Ideally, the third word shouldn’t have an “f” in it either, it should be “Small and funny and nice,” maybe, because the almost-alliteration hurts the line. Of course, if you use alliteration subtly, it can be terrific. “It was just one of those fabulous flights,” says Porter. Those two “f’s” are a lot more effective than “It was just one of those glorious flights,” they give the line a little breath, a little shine. When you hear words like “just” and “I know,” it’s usually to fill out a line, unless really used as intensifiers. When Porter in “Let’s Do It” writes “Electric eels, I might add, do it/Though it shocks them, I know,” you wonder what is that “I know” doing there? “Though it shocks them.” That’s the end of the thought. “I know” is there because he gets to a perfect joke: “Why ask if shad do it?/Waiter bring me shad roe.” But I would like him to have worked a little harder because that “I know” doesn’t lend anything to the song.
Humor
It’s always better to be funny than clever, and a lot harder. Porter vs. Loesser for example: “Where Is the Life That Late I Led?” vs. “Adelaide’s Lament.” I’d like to sign my name to both songs, but if I were pushed to the wall to pick one or the other, I would rather have signed it to “Adelaide’s Lament” because even though the jokes run out as the song goes on, it is truly very funny and there are very few times when you laugh out loud in the theatre at a lyric joke. One laugh per score is a lot for me, anyway, and I think most of my shows have one laugh. In West Side Story, there’s the section in “Gee Officer Krupke” which uses a favorite technique of mine, parallel lines where you just make a list:
My father is bastard,
My ma’s an S.O.B.
My grandpa’s always plastered,
My grandma pushes tea.
My sister wears a mustache,
My brother wears a dress.
Goodness gracious, that’s why I’m a mess!
That’s not exceptionally funny on its own, but it brought down the house every night because the form helps make it funny. It was a genuine piece of humor because it depended not on cleverness but on the kids’ attitudes, and that is what humor is about: character, not cleverness. There’s one big laugh in Gypsy when Rose, who’s trying to book her act, changes from fierce one second to smiling good nature the next when she meets the man who is finally booking her act, and she sings, “Have an eggroll, Mr. Goldstone.” Incidentally, the trouble with that song is that once that line was stated and there was a big laugh it was all over, there was nothing else to say, and I had to fill out two or three minutes of plays on words. If you could stop that song after the first line it would have brought down the house.
Writing Habits
I write lying down so I can go to sleep easily. That’s true. I write about ten minutes and sleep for two, on the average. I write on legal pads in very small writing, partly for frugality. I used to write on both sides of the page, and Leonard Bernstein got annoyed because he would be constantly trying to find lyrics and turning the pages over and over, so I don’t do that anymore. I find it very useful to use a separate pad for each section of the song.
I do lots of recopying. That’s like pencil sharpening. I get a quatrain that’s almost right, so I tear off the sheet and start at the top on a clean one with my nice little quatrain which I know isn’t right, but this makes me feel I’ve accomplished something. I use a rhyming dictionary, the Clement Wood, which is the only one I would recommend because it’s the only one with lists of words where the eye goes up and down the columns. You don’t use a dictionary for trick rhymes, of course, you won’t find them in there. I also use a thesaurus, and I find The Dictionary of American Slang very useful in writing contemporary stuff.
I use soft lead pencils, very soft. Supposedly that makes the writing easier on your wrist, but what it really does is allow you to sharpen it every five minutes. I am very undisciplined, though most of the writers I’ve worked with have been disciplined. Arthur Laurents, James Goldman, George Furth—they always meet deadlines. They work steady hours; they get up at a certain time in the morning and they knock off at five. I have to have somebody pushing me constantly to get it in by Tuesday, and then Monday night I start to work on it.
Bookwriters
The most important thing for a lyric writer is to have a good bookwriter. I wrote a TV musical with James Goldman in 1966, a horror story based on John Collier’s Evening Primrose about a group of people who live in department stores all over New York, hiding during the day and coming out at night, mostly old people with the exception of a poet who comes into their midst because he wants to get away from the world and a girl, about eighteen, who came in with her mother when she was six years old, fell asleep in the hat department, and nobody found her. She’s never seen the outside since. She meets the poet, and in their first long scene together she tells him her story in a song called “I Remember.”
I remember sky,
It was blue as ink,
Or at least I think
I remember sky.
I remember snow
Soft as feathers,
Sharp as thumb tacks,
Coming down like lint
And it made you squint
When the wind would blow.
And ice like vinyl on the streets,
Cold as silver, white as sheets.
Rain, like strings,
And changing things,
Like leaves.
I remember leaves,
Green as spearmint,
Crisp as paper.
I remember trees,
Bare as coat racks,
Spread like broken umbrellas.
And parks and bridges, ponds and zoos,
Ruddy faces, muddy shoes,
Light and noise
And bees and boys
And days.
I remember days,
Or at least I try,
But as years go by,
They’re a sort of haze.
And the bluest ink
Isn’t really sky
And at times I think
I would gladly die
For a day of sky.
Jim Goldman and I had talked about this song, and Jim wrote a sketch for it as follows: “I remember snow. It’s white as bed sheets and as cold as frozen food. It comes down from the sky. I remember sky. It’s blue as ink and very far away, as far away as Mommy. I remember her a little. She was big, as tall as trees. Oh, trees with leaves green as spearmint. Leaves rustle when the wind blows. I can hear them. Nothing in the store sounds like leaves in the wind. I remember rain. It comes down from the sky like shower water and makes the grass grow tall and soft like carpet. But grass is lovelier than carpet and a shower isn’t rain and thirteen years of ink aren’t like one minute of the sky. Oh, I’d do anything for snow. I’d even die I’m so unhappy here.”
Now you see, everything was there. Everything. All it required was making it into a song. With the kind of bookwriter who has the poetic invention and the sense of music’s function that Jim does, that’s the closest I’ve ever come in my career to simply taking everything my collaborator had done (he didn’t write that speech to be spoken in exactly that way, he wrote it to put down ideas for this whole section including the song). Jim started out with this lovely phrase, “I remember snow,” and I kept trying to work with it, and I knew that at the end I wanted to use the word “die.” After some hours, the light went on. I thought, “It’s called ‘I Remember Sky,’ then I can repeat it at the end and rhyme it with ‘die.’” The light flashed on, and I was able to go ahead with it.
Books are what the musical theatre is about; it’s not about songs, and I’m not being modest. It annoys me deeply (and I’d like to use stronger language than that) when I read those reviews that say Follies was good “in spite of the book.” The show is good because of the book. A book is not only the dialogue, it’s the scheme of the show, the way the songs and the dialogue work together, the style of the show. Very few directors superimpose a style. For example, Hal Prince was struck when he read the book of Follies. something flashed in his imagination, and he saw that picture of Gloria Swanson standing in the rubble of the Roxy Theatre. It gave him an entire approach to the show as a director. He’d seen that picture many times. Why did it strike him? Because this book suggested it; suggested the style.
I don’t know of a musical since the 1930s that is good or successful in spite of its book, which is the seed from which a collaboration grows. I’ve just given you an extreme example of stealing from a bookwriter, but any bookwriter I work with knows what I’m going to do, and I try to help him out wherever I can, too. That’s the only way you make a piece, make a texture. I keep hearing about people who write books and then give them to composers or composers who write scores and then get a bookwriter. I don’t understand how that works. The piece can’t have a texture unless it’s all blended. It is right that you should steal from each other, maybe not as wholesale theft as “I Remember,” but you should steal. The interrogation in Anyone Can Whistle—the long section called “Simple”—Arthur wrote some paradoxical sketches, I wrote some lyric syllogisms. We sat together at a piano and sort of ad-libbed our way through it because we knew this mixture of dialogue and song was going to go on for twelve minutes. It had better sound as though one writer wrote it, or it would be terrible.
The important thing about the book is the characters, the essence of what dramatic song writing is about. Wilson Mizner said something I like to repeat: “People beat scenery.” That’s what the musical theatre is about. When you are writing songs for a dramatic piece you must ask yourself always, “Why are the songs necessary to the play?” Not why are they enhancing or fun, but why are they necessary? Is the play a poorer thing without them? I happen to be a big fan of My Fair Lady as a show. I had a wonderful time with it, but I liked the movie of Pygmalion better. The movie was an improvement on the play Pygmalion, and I don’t think the songs were necessary to it. I loved seeing the musical, but I enjoyed the movie apart from its songs more.
A musical collaboration is more than just with a bookwriter. We have now what is commonly called a director’s theatre, usually a pejorative term but not when you are working with people like Jerry Robbins, Hal Prince, and Michael Bennett. I’m sure there are others, but they’re the ones in my experience. I believe in the supremacy of the writer, but you can get many helpful ideas from a director or choreographer. Also, you get abrasion. Anyone Can Whistle has acquired a kind of following who are always asking why it failed. Well, one of the reasons is that Taubman and Kerr hated it. But another, I think, is that Arthur and I worked so closely as a team, with Arthur directing the show (and I think he did an excellent job), but there was nobody to fight us. We were a team. There was nobody making us question our own work except our own intelligence, and that just isn’t enough.

RELATED ARTICLES
Rhyme with Sondheim
Musical Theatre: A Talk by Stephen Sondheim
Credits
“America” © by Leonard Bernstein and Stephen Sondheim. Reprinted by permission. “Beautiful Girls” © 1971 by Valando Music Inc., Beautiful Music Inc. and Burthen Music Co. Inc. “The Eagle and Me” © 1944 by The Players Music Corporation. Copyright renewed. Chappell & Co., Inc. agent. “Gee Office Krupke” © 1957 by Leonard Bernstein and Stephen Sondheim. Reprinted by permission. “Getting Married Today” © 1970 by Valando Music Inc/Beautiful Music Inc. “I Could Write a Book” © 1940 by Chappell & Co. Inc. Copyright renewed. “I Feel Pretty” © 1957 by Leonard Bernstein and Stephen Sondheim. Reprinted by permission. “I Remember” © 1966 by Burthen Music Co. “I’m in Trouble” © 1951 by Burt Shevelove. “If I Only Had a Heart” © 1938, renewed 1966, by Metro-Goldwyn-Mayer Inc. Rights throughout the world controlled by Leo Feist Inc. Used by permission. “Invocation to the Gods” © 1971 by Stephen Sondheim. “Just One of Those Things” © 1935 by Harms Inc. All rights reserved. Used by permission of Warner Brothers Music. “The Ladies Who Lunch” © 1970 by Valando Music Inc/Beautiful Music Inc. “Lets Do It: © 1928 by Harms Inc. Used by permission of Warner Brothers Music. “Lover” © 1932 1933 by Famous Music Corporation. Copyright renewed 1959 & 1960 by Famous Music Corporation. “Maria” © 1957 by Leonard Bernstein and Stephen Sondheim. Reprinted by permission. “Mr. Goldstone, I Love You” © 1959, by Norbeth Productions Inc. and Stephen Sondheim. (Williamson Music Inc. and Stratford Music Corp. owners of publication and allied rights for the world) “Oh, What a Beautiful Momin” © 1943 by Williamson Music Inc. Copyright renewed. “Paris Original” © 1961, 1962 by Frank Music Corp. Used by permission. “Small World” © 1959 by Norbeth Productions Inc. and Stephen Sondheim. (Williamson Music Inc. and Stratford Music Corp. owners of publication and allied rights for the world) “So Many People” © I97I by Chappell & Co. Inc. “Somewhere” © 1957 by Leonard Bernstein and Stephen Sondheim. Reprinted by permission. “Summertime” © 1935 by Gershwin Publishing Corp. Copyright renewed. “Warm, All Over” © 1956 by Frank Music Corp. Used by permission. “Where Is the Life That Late I Led?” © 1949 by Cole Porter. Sole selling agent TB. Harms Co. International copyright secured. “Younger Than Springtime” © 1949 by Richard Rodgers and Oscar Hammerstein II. (Williamson Music Inc. owner of publication and allied rights for the Western Hemisphere)