Sonnet 138: When My Love Swears That She Is Made of Truth

Sonnet 138 is one of the funniest poems in the sequence — and one of the most uncomfortable, because the joke is at everyone’s expense, including the reader’s.

Sonnet 138 (Full Poem)

When my love swears that she is made of truth
I do believe her, though I know she lies,
That she might think me some untutor’d youth,
Unlearned in the world’s false subtleties.

Thus vainly thinking that she thinks me young,
Although she knows my days are past the best,
Simply I credit her false-speaking tongue:
On both sides thus is simple truth suppress’d.

But wherefore says she not she is unjust?
And wherefore say not I that I am old?
O, love’s best habit is in seeming trust,
And age in love loves not to have years told:

Therefore I lie with her and she with me,
And in our faults by lies we flatter’d be.

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At a Glance

Here are the key facts about Sonnet 138 for quick reference.

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Why It Still Matters

The poem’s argument is simple enough to state in a sentence: both lovers deceive each other, both know it, both pretend not to know it, and both are flattered by faults they have agreed to overlook. It is a portrait of two people who have made a practical arrangement with dishonesty and call the arrangement love.

What makes the poem uncomfortable is how clearly the speaker sees all of this — and how little that clarity changes anything. He knows she lies about her fidelity. He knows she knows he is old. He knows that his pretence of believing her is transparent and that her pretence of believing him young is equally transparent. The self-awareness is total and completely useless. He lies anyway. She lies anyway. They lie together.

This is not the picture of mature love that some readings make it. The poem does not endorse what it describes. It describes it with such precision and such comic detachment that the reader is made to feel the weight of it: two people who have replaced honesty with a functional fiction, and who are comfortable enough with that arrangement to call each other’s flattery by the name of love. The couplet’s pun on “lie” — telling lies and lying together — is the moment at which the comedy tips into something harder. The wordplay does not soften the ending. It sharpens it.

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Key Themes

Sonnet 138 develops three ideas, each one tightening the poem’s account of what this relationship has become.

Deception as Chosen Condition. The speaker does not stumble into the mutual lying; he chooses it and understands why he chooses it. “I do believe her, though I know she lies” — the two halves of the line hold the choice and its reason simultaneously. He believes her because he wants to, because the alternative — confronting the lie — would cost more than the lie is worth. The choice is self-interested and self-aware. He is not a naive man fooled by a cunning woman. He is a man who has decided that credulity is more convenient than truth, and who knows exactly what he is doing.

Recursive Self-Knowledge. The poem’s most unusual feature is the layering of its self-awareness. The speaker knows she lies. He knows she knows he is old. He knows that he is pretending to be fooled by her pretence. He knows she is pretending to believe his pretence of being fooled. The recursion — he knows that she knows that he knows — goes deep enough to become vertiginous. And none of it matters. Despite full mutual knowledge of the arrangement, both parties continue it. This is the poem’s most psychologically precise observation: clarity about a situation does not necessarily produce the ability or desire to change it.

The Couplet’s Double Life. “Therefore I lie with her and she with me” — the pun is the poem’s central device and its most ambiguous moment. To lie with someone means to share a bed; to lie to someone means to deceive them. The pun holds both meanings simultaneously without allowing either to dominate. Their physical intimacy and their mutual deception are the same thing described in the same words. The arrangement is not merely transactional (we lie in exchange for comfort) but structural: the lying and the lying-together are inseparable, each one the condition of the other. And “in our faults by lies we flatter’d be” — the faults are theirs, the lies are what they tell each other about those faults, and the flattery is what results. They have built something that works, in a sense. The question the poem declines to answer is whether what works this way deserves to be called love.

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Key Literary Devices

The poem’s comedy and its discomfort are produced by the same set of devices, operating simultaneously.

The Opening Paradox. “When my love swears that she is made of truth / I do believe her, though I know she lies” — the first two lines contain the entire poem in miniature. The believing and the knowing of the lie are held in the same breath, without apology or resolution. The “though” is the hinge: it does not say he believes her despite knowing she lies, as if the belief overcomes the knowledge. It says he believes her and knows she lies, as if both are simultaneously true. This is the poem’s governing logic: contradictions are held in place rather than resolved.

“Vainly Thinking.” The second quatrain’s opening — “Thus vainly thinking that she thinks me young” — is one of the funnier phrases in the sequence. “Vainly” carries both meanings: in vain (pointlessly, since she knows) and with vanity (because the desire to be thought young is itself a vanity). The speaker is foolish and self-regarding simultaneously, and he knows it. The self-knowledge that labels the thinking “vain” does not prevent the thinking from happening.

The Rhetorical Questions as False Naivety. “But wherefore says she not she is unjust? / And wherefore say not I that I am old?” — the questions are rhetorical, meaning the speaker already knows the answers. He asks them anyway, as if performing a moment of innocent inquiry before delivering the knowing response: “love’s best habit is in seeming trust.” The performance of naivety by a man who is demonstrably not naive is the poem’s most compact joke — and its most revealing moment. He knows why neither of them says the truth. The questions are not questions.

“Love’s Best Habit is in Seeming Trust.” The third quatrain’s central line is the poem’s philosophically richest moment, and its most ambivalent. A habit is a custom, a practice, a pattern of behaviour — but also, in Elizabethan usage, a garment, an outward appearance. “Seeming trust” is trust that appears to exist rather than trust that does. Love’s best garment, its most appropriate outward appearance, is the performance of trust. Shakespeare does not say this is good or admirable. He says it is love’s best available option — which implies that love’s other options are worse. The line is simultaneously cynical and compassionate: this is how love survives, not through honesty but through the maintenance of its appearance.

The “Lie” Pun. “Therefore I lie with her and she with me” — the double meaning of lie (deceive / share a bed) is one of Shakespeare’s most discussed puns, and it earns its reputation. It is not merely clever wordplay; it is structural. The physical intimacy and the mutual deception are not separable in this relationship. The pun makes them the same word, the same act, the same condition. And “in our faults by lies we flatter’d be” — the faults are real, the lies are what cover them, and the flattery is the comfort that results. The whole arrangement is stated in its full sordidness and its full practicality in two lines.

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Stanza by Stanza

Lines 1–4. The opening is unusually direct for a sonnet that will turn out to be about indirection. “When my love swears that she is made of truth / I do believe her, though I know she lies” — the paradox is stated immediately, without setup. The choice to believe the known lie is explained in the next two lines: “That she might think me some untutor’d youth, / Unlearned in the world’s false subtleties.” He wants her to think him naive — not because he is, but because he wants her to think so. The desire to appear younger and more innocent than he is is itself the vanity the poem will go on to name. He is pretending to be unlearned in subtleties by engaging in one of the more subtle social acts available to him: performing credulity.

Lines 5–8. The second quatrain expands the arrangement to show its full symmetry. “Thus vainly thinking that she thinks me young, / Although she knows my days are past the best” — he knows that she knows he is old. His thinking that she thinks him young is vain in both senses: pointless (she knows the truth) and self-regarding (he wants to believe she sees youth in him). “Simply I credit her false-speaking tongue” — “simply” here means both innocently and foolishly; to credit is to believe; her tongue speaks falsely. “On both sides thus is simple truth suppress’d” — the line is the poem’s most even-handed summary. Both sides. Simple truth — the straightforward, unsophisticated truth that could be said in a sentence. Suppressed, not abolished: it is still there, still known, simply not spoken.

Lines 9–12. The third quatrain asks and answers the only honest question in the poem. “But wherefore says she not she is unjust?” — she is unfaithful (unjust meaning not true to her obligations) and does not say so. “And wherefore say not I that I am old?” — he is aging and does not say so. The questions perform the naivety they simultaneously undercut: of course both know the answer. “O, love’s best habit is in seeming trust” — the exclamation “O” is the poem’s only moment of something like feeling, and it is ambiguous: surprise, resignation, or the performance of both. Love’s best habit is seeming trust, not real trust. The performance is the best available substitute for the thing itself. “And age in love loves not to have years told” — old age in love does not want its years counted. The desire not to be reminded of one’s age is universal and understandable, and it makes the mutual pretence comprehensible if not admirable.

Lines 13–14. “Therefore I lie with her and she with me, / And in our faults by lies we flatter’d be.” The couplet lands the pun that the poem has been building toward. “Lie with” — sleep with and deceive simultaneously. Both meanings are present and neither cancels the other. “In our faults by lies we flatter’d be” — the faults are acknowledged (they exist), the lies are what obscure them, and the flattery is the comfort that results. The passive construction — “we flatter’d be” — places both parties equally in the position of receivers of flattery. Neither is the deceiver; both are deceived by the other and by themselves. The arrangement is symmetrical, mutual, and — the poem does not quite say this but implies it — slightly pitiful. They are flattered by their own faults. The word “flatter’d” is the couplet’s final irony: to be flattered is to be told something better than the truth about yourself, and to take pleasure in it even when you know the truth.

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Analysis

Sonnet 138 is sometimes read as a warm portrait of realistic love — two people who have found a workable accommodation with each other’s imperfections. That reading is possible, but it requires ignoring the tone. The poem is not warm. It is wry, precise, and slightly merciless — toward the speaker, toward the mistress, and toward the reader who might find the arrangement charming.

The speaker’s self-awareness is the poem’s central device and its central problem. He knows everything: that she lies, that she knows he is old, that his pretence of believing her is transparent, that her pretence of believing him young is equally transparent. This knowledge is total and completely without effect. He lies anyway. The poem’s implicit question — what good is self-knowledge if it changes nothing? — is never answered, because the poem does not think it has a good answer.

What the poem does have is the couplet’s double meaning, which is not a redemptive pun but an exposing one. “I lie with her and she with me” collapses the sexual and the dishonest into the same phrase, making them indistinguishable. The physical intimacy of the relationship and its mutual deception are not separate facts about a complicated arrangement; they are the same fact described twice. The sleeping together and the lying to each other are the same lie, the same bed, the same two people making the same transaction.

“In our faults by lies we flatter’d be” is the poem’s most honest and most uncomfortable line. The faults are theirs. The lies are their cover. The flattery is what the lies produce: a comfortable, false picture of themselves and each other that makes the faults tolerable. They are not simply accepting each other’s imperfections. They are actively manufacturing a false version of each other and calling that version love. Shakespeare presents this without endorsement and without condemnation — but not without judgment. The clarity of the description is itself the judgment.

Read alongside Sonnet 130, which celebrates honest perception of the mistress as the basis for genuine love, Sonnet 138 shows the same relationship from a different and darker angle. Sonnet 130 refused to lie about what the mistress was and found the refusal honourable. Sonnet 138 shows what the relationship actually rests on: mutual convenient fiction. The two poems together produce the most complete and most uncomfortable portrait of the Dark Lady relationship in the sequence — the honest ideal of Sonnet 130 and the dishonest reality of Sonnet 138, held in the same collection without resolution.

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Related Sonnets

Three sonnets speak directly to the concerns of Sonnet 138.

Sonnet 130: The direct counterpart within the Dark Lady sequence. Sonnet 130 refused false comparison and claimed honest perception as the basis for genuine love. Sonnet 138 shows what the relationship actually operates on: mutual lying. Reading the two together reveals the gap between the ideal the speaker holds for love poetry and the reality he inhabits.

Sonnet 129: The sequence’s most violent poem about lust, which described desire as a mechanism that operates regardless of knowledge. Sonnet 138 shows the same mechanism in a more settled state: desire has produced a relationship, the relationship has produced accommodation, and the accommodation has produced mutual flattery. The fury of Sonnet 129 has become the wry resignation of Sonnet 138.

Sonnet 152: The Dark Lady sequence’s most explicit statement of mutual infidelity and broken vows — “I have sworn thee fair; more perjured I, / To swear against the truth so foul a lie.” Where Sonnet 138 treats the mutual lying with comic distance, Sonnet 152 confronts it with something closer to self-disgust. Reading both together shows the range of the speaker’s responses to the same recognised situation: wry accommodation in Sonnet 138, moral anguish in Sonnet 152.

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