[Verse 1]
In a dream I had last night
The carousels were stopping
(The horses had stopped rocking)
(Someone said, "How shocking")
And in the concrete street
The rain was falling
(All over Susan)
As she was crying

[Verse 2]
A kitten stepped upon the keys
While I composed this song
(It held a note too long)
(And made a chord sound wrong)
And somewhere in my mind
The dark was waiting
(For Susan's laughter)
And shortly after

[Bridge]
Someone asked me why
My eyes were shining
"Smoggy," I replied quite gaily
They all nodded knowingly
[Verse 3]
Then I walked around the house
To get the last words straight
(Eternity must wait)
(I'll be a little late)
And I can see
The cobweb shadows falling
(All over Susan)
Like lacquered lace

[Outro]
All over Susan's face