The relationship between James Shirley’s drama and lyric poems has remained hitherto largely unexplored, despite the numerous thematic, stylistic, and intertextual relations that obtain between them. While it was indisputably his drama that brought fame both in Shirley’s own lifetime and afterwards, both poetry and drama each strongly influenced the other, and a fuller understanding of Shirley’s place in Caroline and Civil War writing emerges from a closer consideration of the persistent cross-genre interactions within his body of work. The present essay brings a number of such crossovers to light. It begins by establishing Shirley’s success as the writer of dramatic lyrics-songs originally composed for and performed within his drama-and demonstrates their circulation in manuscript and printed miscellanies of the 1630s and 40s. From the performance of songs, it next turns to the onstage performance of lyric poetry within Shirley’s plays, before investigating how and why he refashioned a number of such poems, songs, and even dialogue from the drama to form standalone lyric poems. This repurposing reveals a persistent concern in Shirley’s work with the distinction between true poetic eloquence on the one hand, and what he perceived as a fashion for outlandish, exaggerated, or obfuscatory language on the other. The final section argues that Shirley’s critique of such language shaped the development of his mature style of lyrical ‘modest Poesie’.1 Reacting against immodestly fulsome languageand hinting at his distance from the court culture in which it flourished-Shirley’s later style builds on his famously deft control of metre and verse rhythm, fashioning a mode in which the drama of poetry lay not in far-fetched metaphor, but in the way rhythm and movement subtly inflected the performance of the speaking voice. Thus the essay as a whole seeks both to locate Shirley’s lyric roots in his drama and song, and also to trace the way that his reworking of material from the plays contributed to the lyrical drama of his mature style, as best exemplified in his later poetry of praise.