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| COUNTESS, I see the flying year, | |
| And feel how Time is wasting here: | |
| Ay, more, he soon his worst will do, | |
| And garner all your roses too. | |
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| It pleases Time to fold his wings | 5 |
| Around our best and fairest things; | |
| He’ll mar your blooming cheek, as now | |
| He stamps his mark upon my brow. | |
| |
| The same mute planets rise and shine | |
| To rule your days and nights as mine: | 10 |
| Once I was young and gay, and, see… | |
| What I am now you soon will be. | |
| |
| And yet I boast a certain charm | |
| That shields me from your worst alarm; | |
| And bids me gaze, with front sublime, | 15 |
| On all these ravages of Time. | |
| |
| You boast a gift to charm the eyes, | |
| I boast a gift that Time defies: | |
| For mine will still be mine, and last | |
| When all your pride of beauty’s past. | 20 |
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| My gift may long embalm the lures | |
| Of eyes—ah, sweet to me as yours! | |
| For ages hence the great and good | |
| Will judge you as I choose they should. | |
| |
| In days to come, the peer or clown, | 25 |
| With whom I still shall win renown, | |
| Will only know that you were fair | |
| Because I chanced to say you were. | |
| |
| Proud Lady! Scornful beauty mocks | |
| At aged heads and silver locks; | 30 |
| But think awhile before you fly, | |
| Or spurn a poet such as I. | |
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