Cheshire laughs
as the cat leads you in
as the hall goes quiet
as the lights go dim

Some grandfather clock
strikes up the band's tune
at the beat of five seven
winks the killer Lune

And on top of the stairway
a silhouette stands
says "It's only begun,"
holds out his hand.

Mephisto, the devil
in a half mask
dancing at midnight
as the hours go past
whispers "Rita,
don't fear
the cruel clock's dial
just dream
and let me see
your beautiful smile."

Right outside
in the Walpurgis night
demons run riot
and witches take flight

Those two golden eyes
grin in your ear
the cat on your shoulder
you try not to hear

But Rita, don't fear
as the ghosts gather
for everything's gone
and it no longer matters.

Mephisto, the devil
in a half mask
plays piano at midnight
as the hours go past
says, "Rita,
don't turn
the cruel clock's dial
just dream
and let me see
your beautiful smile."

A rose at your feet
like your path's set in stone
but at least that means
you'll have a place to go

When in a flash fire
it all disappears
the masquerade gone
the cat never here

And as the clock strikes echo
the stars go out too
he holds out his hand
he's waiting for you.

Mephisto, the devil
in a half mask
waiting at midnight
as the hours go past
doesn't turn
at the edge
of a cruel clock's dial
just dreams
and lets you see
his mysterious smile.