A5   A5  D5         G5            C5
Whenever I see someone less fortunate than I
          A5     A5    D5        G5       F5
And let's face it,   who isn't, less fortunate than I?
   F5   Eb5    Eb5    C#5       C5
My tender heart tends to start to bleed
         A5      A5    D5       G5            C5
And when someone needs a makeover I simply have to take over
  Ab5      Bb5     G9(9) G5
I know I know exactly what they need
G5               C5
And even in your case
                A5                D5
Though it's the toughest case I've yet to face
      G5           Bb5          C5 C5
Don't worry, I'm determined to succeed
   F5   C5 D5
Follow my lead
    G5  C5
And yes indeed

You will be
F5       C5
Popular
Bb5                  F5
You're gonna be pop-u-u-lar
           C5     D5     A5           D5      A5
I'll teach you the proper ploys when you talk to boys
       Bb5  C5                 F5
Little ways to flirt and flounce
              A5 D5            F5       F5           Bm7(b5) 
I'll show you what shoes to wear,     how to fix your hair
Bb5         G5         C5
Everything that really counts to be
F5       C5
Popular
Bb5                 F5
I'll help you be Pop-u-u-lar
       C5           D5           A5
You'll hang with the right cohorts
          D5      A5
You'll be good at sports
         Bb5       C5      A5
Know the slang you've got to know
D5        G5                         G5      C5   C5   F5  Gm7(no5)
 So let's start, 'cause you've got an awfully long    way to go
G#?7 F5 C#5           C#( B5 )/Ab5    C#5      Bb( B5 )/A5
             Don't be offended by my frank analysis
Ab5                          Eb5
Think of it as personality dialysis
C#5              C#5     Bb5      C#5
    Now that I've chosen to become a pal a sis-
Eb5
  ter and adviser
       Bb5
There's nobody wiser
   C5
Not when it comes to
F5       C5
Popular
             Bb5    F5
I know about pop-u-u-lar
    C5       D5        A5
And with an assist from me
      D5         A5
To be who you'll be
Bb5              A5  A5    D5
Instead of drearing who you     were... are
F5        Bb5                    D5
    There's nothing that can stop you
  G5             C5 F5
From becomming popu-ler... lar
F5  C5  Bb5 F5
La La La       La
G5         Bb5       Bb5 C5 F5   Gm7(no5) G#?7 F5
We're gonna make you pop    -   u-lar
A5      Bm7(no5)      A5    A5
When i see      depressing  creatures
D5     A5   D5
With unpreposessing features
G5   Am7(no5)  G5  G5   C5
I remind them on their own behalf to think of
A5   Bm7(no5) A5   A5
Celebrated   heads of state
   D5           A5   D5       G5
Or specially great communicators
    Am7(no5)  G5       G5
Did they have brains or knowledge?
C5
Don't make me laugh
            F5      C5
They were popular, please
               Bb5  F5
It's all about pop-u-u - lar
     C5       D5       A5
It's not about aptitude
         D5         A5
It's the way you're viewed
        Bbaj7 A5  A5 D5 G5
So it's very  shrewd to be
G5          Bb5  C5 C5    F5
Very very popu - lar  like me

-Dialogue-

           D5         A5         D5       A5
And though you protest     your disinterest
Bb5            E5 A5   D5 G5
       I know clandes - tine - ly
       G5                 G5
You're gonna grin and bear it
     C5             C5 F5
Your new found popularity
F5  C5  Bb5 F5
La La La       La

You'll be popular
G5      Bb5  G5      Bb5  C5
    Just not quite as popular
C5  F5  Bb5 C5 F5
As me