She is a lady of leisure, Spending her time in a number of ways, Bringing me moments of pleasure, Buying me time and changing my ways. And she's oh so fine, I remember Caroline, She's oh so fine, can't get that woman off my mind. Meeting discreetly in places, Talking to someone who isn't so young, Watching my friends and their fancies, Playing their games pretending it's fun. And she's oh so fine, I remember Caroline, She's oh so fine, can't get that woman off my mind. And she's oh so fine, I remember Caroline, She's oh so fine, can't get that woman off my mind. Not looking for roses where roses don't grow.