You Are So Fair Lyrics
You Are So Fair
You're a siren if there ever was one-And there was one.
You're a Lorelei,
I'm a dope.
You're a baddie if I ever saw one-
And I've seen one.
Darling, you're a lie;
I've no hope.
I'm at the end of my rope.
REFRAIN 1
You are so fair-
Like an Oriental vision,
But you won't make that decision.
You're not quite fair.
I'd pay vour fare
To Niagara Falls and back too,
But you never will react to
This love affair.
You are the crepes suzette
I should get
On my bill of fare,
But if you love me not,
Flower pot,
See if I care.
See how you'll fare
If you keep on playing Rover.
When I come to think it over,
You're only fair.
REFRAIN 2
You are so fair
But you know you' re no Apollo
And to say you're hard to swallow
Is only fair.
I'd pay your fare
All around the world and back too,
For I'd like to give the sack to
This love affair.
You are the Camembert
I can't bear
On my bill of fare,
So if you love me not,
Flower pot,
See if I care.
See how you'll fare
If you keep on playing Rover.
When I come to think it over,
You're only fair.
REFRAIN 3
Your hair ain't fair
And you got no style in dressing.
I'm afraid you ain't possessing
No savoir-faire.
I'd pay your fare
To the tropic of New Guinea,
For I'd like to yell "C'est finis"
To this affair.
You are the freak event
In the tent
Of a county fair;
So if you love me not,
Polka dot,
See if I care.
See how you'll fare
If you keep on playing Rover.
When I come to think it over,
You're only fair.
Song Overview
"You Are So Fair" is the comic pay-off duet in Babes in Arms where romantic frustration finally boils over into trading-barbs flirtation. In the 1989 concert recording, the number lands late in the story, after Peter returns broke and Dolores tells Gus she will join him on the farm. That timing gives the song a nice double charge. It is a quarrel song, yes, but also a release. Two people who have been circling each other for ages stop pretending they are calm about it. Rodgers gives them a nimble tune with a clean theatrical bounce, while Hart packs the lyric with food puns, travel jokes, mock insults, and one of his favorite tricks - making affection sound like a complaint.

Review and Highlights
"You Are So Fair" works because it never settles for plain sweetness. Gus and Dolores are in love, but they are also annoyed, proud, bruised, and still a little theatrical about the whole thing. So the song gives them a lovers' spat number instead of a moonlit confession. Smart move. Hart knew that romance gets more interesting when the gloves stay half-on.
The lyric is built on reversal. "Fair" starts as praise, then tips into accusation, then curls back into praise again. That seesaw keeps the song alive. Gus calls Dolores dazzling, impossible, and maddening in the same breath. She returns fire just as fast. Neither singer wants to lose. That is part of the courtship. In the official Rodgers and Hammerstein description, the pair are described as on-again, off-again sweethearts expressing complicated feelings in a comical lovers' spat. That is exactly the lane.
The 1989 performance by Gregg Edelman and Judy Blazer gives the number its needed snap. They do not treat it like a forgotten curio from an old score. They play the chase. Every pun lands as a little shove. Every rhyme feels like it has elbows. In a score crowded with giants such as "My Funny Valentine" and "The Lady Is a Tramp," this duet has the advantage of being smaller and friskier. It can slip in, steal the scene, and leave before anyone asks it to be noble.

Babes in Arms (1989 concert recording) - stage duet - diegetic. In the official synopsis, Peter returns with empty pockets, then Dolores tells Gus she does not want to leave him behind on the farm and is coming to join him. Gus is thrilled, though so worked up that he is almost angry she led him on for so long. Out of that mix comes "You Are So Fair." It is a reunion song with sparks flying off it.
Key Takeaways
- The song is a comic love duel, not a soft-focus duet.
- Its wordplay turns romance into competitive banter.
- The 1989 cast makes the number feel brisk, sharp, and story-driven.
Creation History
"You Are So Fair" was written by Richard Rodgers and Lorenz Hart for the original 1937 Babes in Arms. The official song page describes it as a comic number for Gus and Dolores, while the official 1989 concert-recording page lists Gregg Edelman and Judy Blazer as the performers on that release. The concert itself was presented on June 5, 1989 at Avery Fisher Hall, with narration replacing much of the original dialogue, and the resulting New World Records album was issued in 1990. On the restored score's track sequence, "You Are So Fair" arrives near the end, which suits the song's dramatic job. By that point, the plot has already handed out enough setbacks. What the audience wants now is not another collapse. It wants payoff, and this duet gives it with a grin.
Lyricist Analysis
Hart builds the lyric around speech-rhythm, but the refrain is locked tightly enough to feel catchy after one pass. The title phrase does most of the heavy lifting. It is compliment, pun trigger, and feint. Once he has that phrase in hand, he starts flipping associated words around it - fair, fare, bill of fare, fare as travel, fare as appetite. It is a classic Hart move, not just showing wit but worrying the same word until it becomes a whole comic machine.
The rhyme work is neat and knowingly overstuffed. Food references such as Crepes Suzette and Camembert bring a mock-gourmet tone to what is really a squabble between two stubborn people. That contrast is funny in itself. The lyric sounds fancy for a moment, then punctures the pose with something blunt like "flower pot." Hart loved that kind of rug-pull. One second Paris, next second vaudeville.
Prosodically, the song stays light on its feet. The stresses fall where a performer can really sell the jab lines, especially on the last words of each teasing thought. That gives singers room to color the number as either playful, annoyed, or secretly smitten. Best version is all three. The lineation also helps the duet feel balanced. Gus and Dolores are not two separate solos stitched together. They mirror each other closely, which turns the whole number into a flirtatious arm-wrestle.
Song Meaning and Annotations

Plot
Late in Babes in Arms, Peter returns after losing the money he had won, and the group faces the fact that luck has not exactly become their house specialty. Then Dolores tells Gus she does not want to leave him behind working the farm and plans to stay with him. According to the official synopsis, Gus is so happy that he is almost mad at her for stringing him along, and that tension spills into "You Are So Fair." The duet turns reconciliation into comic argument.
Song Meaning
The song means that desire often arrives wearing a mask of irritation. Gus and Dolores like each other too much to be smooth about it. Instead of saying so plainly, they trade mock insults and extravagant comparisons. The message is simple but nicely human: affection is not always graceful. Sometimes it sounds like two people pretending they are above the whole mess while clearly sinking into it together.
There is also a useful bit of class play in the lyric. Hart dresses the spat in travel language, menu jokes, and semi-fancy references. That gives the number a polished comic surface, but underneath it is just two young people trying to figure out whether trust can survive all the pushing and pulling. In that sense, "You Are So Fair" belongs to the same Babes in Arms world as the sharper social songs. It just handles uncertainty with jokes instead of manifestos.
Annotations
You are so fair - Like an Oriental vision, But you won't make that decision. You're not quite fair.
The whole song is right there. A romantic image starts the thought, then Hart undercuts it with indecision and grievance. Praise turns into complaint without changing key. That quick pivot is the number's engine.
I'd pay your fare to Niagara Falls and back, too, But you never will react to this love affair.
Travel becomes courtship currency. Gus is willing to spend, move, chase, go anywhere. Dolores still refuses to make things easy. The Niagara line also gives the song a wink toward honeymoon fantasy while keeping the tone comic rather than dreamy.
You are the Crepes Suzette I should get on my bill of fare, But if you love me not, flower pot, See if I care.
This is Hart showing off. Food pun, mock luxury, and childish insult all in one tight cluster. The point is not realism. It is escalation. When regular flirting will not do, the lyric starts juggling plates.
You are so fair - But you know you're no Apollo, And to say you're hard to swallow is only fair.
Dolores answers in kind, and that symmetry matters. She is not the passive target of Gus's teasing. She is just as nimble, just as cutting, and just as trapped by attraction.
Genre and style fusion
The number sits between Broadway comedy duet, vaudeville sparring, and light popular song. It is not a patter song at full speed, yet it borrows some of that patter energy. The rhythm keeps the banter moving, and the melody leaves room for raised eyebrows and precise timing.
Emotional arc
The arc runs from pent-up annoyance to mutual admission by way of comic fencing. Nobody breaks into naked confession. That would spoil the fun. Instead the song inches toward honesty through jokes, which is often how these two seem able to speak at all.
Cultural and historical touchpoints
Babes in Arms was written in 1937, and like much of Rodgers and Hart's best work, it mixes Depression-era pressure with quick metropolitan wit. That blend shows up here in miniature. Even when the plot is about farm work, lost money, and abandoned kids improvising adulthood, the lyric still reaches for elegant menus, mythic beauty, and honeymoon geography. That contrast is pure Broadway. According to the official synopsis, the scene happens only after a hard run of disappointments, which makes the song's sparkle feel like earned relief rather than decorative fluff.
Production and instrumentation
In the 1989 recording, the orchestra supports the singers without smothering the text. Good thing, too. This song lives or dies on diction. The arrangement keeps enough bounce in the accompaniment to make the teasing feel buoyant, but it never pushes so hard that the wordplay gets blurred.
Metaphors and key phrases
"Fair" is the master word. It can mean beautiful, just, or moderate, and Hart plays with all three shades. "Fare" extends the joke into travel and food. Even "Rover" turns up as a symbol of restlessness and romantic unreliability. Tiny lexical circus, but a fun one.

One thing I like about "You Are So Fair" is how little dead air it allows. No solemn throat-clearing. No giant statement. It gets in, bickers brilliantly, and slips out having told you exactly how these two people work. That kind of economy is harder than it looks.
Technical Information (Quick Facts)
- Song: You Are So Fair
- Artist: Babes In Arms 1989 concert recording cast
- Featured: Gregg Edelman, Judy Blazer
- Composer: Richard Rodgers
- Producer: Elizabeth Ostrow
- Release Date: January 1, 1990
- Genre: Musical theatre, Broadway comedy duet, traditional pop
- Instruments: Orchestra, duet vocals
- Label: New World Records
- Mood: playful, teasing, romantic, combative
- Length: 05:54
- Track #: 15
- Language: English
- Album: Rodgers and Hart: Babes In Arms
- Music style: restored 1930s Broadway lovers' spat duet
- Poetic meter: speech-rhythm with tightly patterned refrain accents
Frequently Asked Questions
- Who sings "You Are So Fair" on the 1989 recording?
- The official 1989 concert-recording page lists Gregg Edelman and Judy Blazer for the track.
- Who are the characters singing it in the story?
- The song belongs to Gus and Dolores, the show's on-again, off-again sweethearts.
- What is the song about?
- It is about two people who like each other very much and would rather disguise that fact as banter, puns, and mock insults.
- Where does it appear in the plot?
- According to the official synopsis, it comes after Dolores tells Gus she will stay with him on the farm, and his happiness curdles into comic irritation that she kept him guessing so long.
- Why is the title phrased that way?
- Because Hart uses "fair" as a pivot word. It means beautiful, but it also invites jokes about justice, travel fare, and bill of fare. The whole lyric keeps spinning out from that hinge.
- Is it a love song or a comedy number?
- Both. Structurally it is a comedy duet, but the comedy is just the chosen language for a mutual declaration.
- How does it compare with the bigger Babes in Arms standards?
- It is more scene-specific and less famous than the score's headline songs, but that gives it a nimble dramatic life. It tells you a lot about two characters in a very short time.
- Was it kept in later official recordings?
- Yes. The official Rodgers and Hammerstein pages list the song on the 1952 studio cast album, the 1989 concert recording, and the 1999 New York City Center recording.
- Why does the 1989 version matter?
- Because that project restored much of the score's shape and let songs like this be heard as living pieces of theater rather than stray old standards.
Additional Info
- According to the official song page, "You Are So Fair" is framed not as a sweeping ballad but as a comical lovers' spat. That label fits. The song's charm depends on friction.
- The late placement in the synopsis makes the duet feel like payoff. After all the farm trouble, lost money, and shaky plans, the audience finally gets a romantic scene that knows how to laugh.
- The official 1952 and 1999 recording pages show that the song kept traveling with later Babes in Arms revivals and recordings, which says something about its staying power inside the score.
Key Contributors
| Entity | Type | Relationship | Linked work or role |
|---|---|---|---|
| Richard Rodgers | Person | composed | "You Are So Fair" |
| Lorenz Hart | Person | wrote lyrics for | "You Are So Fair" |
| Gregg Edelman | Person | performed | 1989 recording track |
| Judy Blazer | Person | performed | 1989 recording track |
| Elizabeth Ostrow | Person | produced | Rodgers and Hart: Babes In Arms |
| New World Records | Organization | released | 1990 album issue |
| Avery Fisher Hall | Venue | hosted | June 5, 1989 concert presentation |
| Mitzi Green | Person | originated in show cast | Babes In Arms original Broadway company |
| Ray Heatherton | Person | originated in show cast | Babes In Arms original Broadway company |
Sources
Data verified via the official Rodgers and Hammerstein song page, synopsis, and recording pages, plus the New World Records album listing. Platform listings were used only to confirm the 1989 performer pairing, runtime, and a workable YouTube Video ID for figure images.