Written by Boyz II Men, Kevin "She'kspere" Briggs, and Kandi Burruss

I don't understand your thinking
I thought you were happy, guess I was mistaken
Give you all my love and my attention
Say you don't want me 'cause something is missin'
Gave you all you wanted and you know it's true
All that I was going meant nothing to you
And if I told you why we'd probably be cool
But I was good to you so good

V1BSec:
But you want a guy that's real nice
That will spend all his dough and his time
But then you change your mind and want a thug guy
Who won't act right
Stay with him but he makes you cry
Tell me why it doesn't pay to be the good guy
Cause everytime

Chorus:
I try to be the good guy
You take me for granted throw me to the side
Rather have a man that will tell you lies
Tell me why, tell me why, tell me why
Why should I be the good guy
And get left for the man that don't treat you right
There's nothing good in being good guys
Tell me why, tell me why, tell me why

I don't understand your reason
Say you love me then saying you leavin'
The situation here has really changed me
Don't want to fall in love cause you play me
You gotta be kidding me, you tryin' to get rid of me
I did more for you than any brother would do
I was good to you, so good to you

V2BSec:
Plus you want a guy that's real nice
That will spend all his dough and his time
But then you change your mind and want a thug guy
Who won't act right
It doesn't pay to be the good guy
You callin' me late nights
Tellin' me how he won't act right
Stay with him but he makes you cry
Tell me why it doesn't pay to be the good guy
Cause everytime

Chorus

Bridge:
I was good to you
Played the fool for you
You messed it up for the next girl in my life
I'll never do the things I do for you
Our love just wasn't true
I was good, so good to you, so good to you
Everytime

Chorus