Before recording "Poor Unfortunate Souls," Pat Carroll asked Howard Ashman to sing the song one more time to get it right. He happily obliged. According to Carroll, he "put on the cloak" and she admits to stealing his body language and two or three adlibs from him ("Pathetic," "Idn't it," "You can't get something for nothing," and "No more talking, singing, zip-pah.")

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