Julia Roberts was sulking around
CBS lot like a big playground
When suddenly Nicole Kidman burst from the shade
And stun Julia with a smoke grenade
Then Julia Roberts began to attack
But Halle Berry blocked and strike back
Who proceeded to open up a can of kung fu
When Diane Lane came out of the blue

And she started beating up Halle Berry
Then they both got flattened by the Kidman Garry*
Before she could make it to the Fox logo scene
Elisabeth Shue made it to the scene
And took an AK-47 from her briefcase
And attempt to shoot Nicole Kidman right in the face
Nicole's car crashed into a stop sign
But Elisabeth ran out of bullets that time

This is the ultimate catfight (of women over 40)
Good girls gone bad women, even (in their 50's or 60's)
And only one will survive, I wonder who it will be
This is the ultimate catfight (of women over 40)

Demi Moore popped in front of Elisabeth Shue
But Julia Roberts struck them through
With a couple magnum bullets that are totally flying
Until they collide with Meg Ryan
As Julia Roberts tried to get horny
But Julianne Moore proves herself worthy
Now suddenly something caught them screaming in pain
Sharon Stone's hammers gave them migraine

Then Annette Bening sneaks up from behind
So she finds a gun which she just couldn't find
But Michelle Pfeiffer stole it, she shot, and she missed
Annette deflected it with her fist
Then she jumped in the air and did a somersault
While Angela Bassett tried to pole vault
On Annette Bening but they collided in the air
Even Kim Cattrall's dressed up as a Care Bear

This is the ultimate catfight (of women over 40)
Good girls gone bad women, even (in their 50's or 60's)
And only one will survive, I wonder who it will be
This is the ultimate catfight (of women over 40)

Kim Basinger descended from the heavens
So do Susan Sarandon and Helen Mirren
Who delivered eye gouges that had shattered
The uveas of Kim Cattral and Michelle Pfeiffer
Cattral and Pfeiffer fell over on the ground
Kim Basinger was getting real frown
While Susan and Helen looked into her eye
So they ripped Kim Basinger's arms and thighs

Then Doris Roberts and Linda McMahon
And the long-but-not-forgotten LaToya Jackson
The Pointer Sisters as well as Bea Arthur
And Cindy Williams and Julie Kavner
Nancy Cartwright, Glenn Close, Kathryn Morris, Markie Post
Someone named Charro and "That Girl" Marlo
Cher, Madonna, and Donna Summer
Katherine Helmond and Suzzane Somers

All came out of nowhere lightning fast
And beat Sarandon and Mirren up at last
It's the greatest women battle the world ever saw
Making average men stare on total awe
The catfight raged on for a century
Many lives are claimed but eventually
The champion stood, the rest saw their better
Whitney Houston in a turtleneck sweater

This is the ultimate catfight (of women over 40)
Good girls gone bad women, even (in their 50's or 60's)
And only one will survive, I wonder who it will be
This is the ultimate catfight (this is the ultimate catfight)
This is the ultimate catfight (this is the ultimate catfight)
This is the ultimate catfight (of women over 40)