The version of the song now available on the albums Movin' With Nancy and Lightning Girl comes from a TV special. The older version available at the time as a single and played on radio was different from the TV version. It was longer, and included one verse that went, in part, "Some velvet morning when I rise, / I'm gonna open up your eyes."
As with many psychedelic songs, its overall meaning is somewhat obscure. The lyrics consist of the male part describing a mysterious, powerful woman named Phaedra, who educated the speaker in the ways of love. The male part alternates with the female part, who identifies herself as Phaedra and speaks over ethereal, twinkling music about beautiful nature imagery — "flowers growing on a hill / dragonflies and daffodils" — and about the secrets held by an unknown collective "we."
A possible explanation for the song is that the alternating male and female parts represent the differences between men and women, especially in regards to sex. The implication is that women know more of this subject and men must learn to respect women in order to understand this knowledge. However, another view posits that the male and female parts represent humanity and nature, respectively. The female parts are evocative of a supernatural setting, perhaps one might associate with the nymphs of Greek mythology. This interpretation seems especially valid, as Phaedra is a character from Greek lore, who, upon being scorned by her lover Hippolytus, commits suicide. Thus, the song may be imploring men to respect the women they love, lest they end up like the classical Phaedra.
The song was featured in the 1967 TV special: Movin' With Nancy, starring Nancy Sinatra, released to home video in 2000.
has named themselves after the song.