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As a popular historic work with constant and worldwide performances, the sexist and racist narratives disseminated by Giacomo Puccini's opera Madama Butterfly causes harmful social and political ramifications. Many scholars point to this opera specifically when discussing the fetishization of Asian females, and mention the title character as the quintessential example of damaging stereotypes. Thus, I conduct a postcolonial and feminist reading of Madama Butterfly, through analysis of the opera's libretto, the libretto sources, and the opera's score. I unravel the Orientalist assumptions that make up the foundation of the Butterfly narrative, and trace them as they make their way into Puccini's opera. I re-read Madama Butterfly as a metaphor for imperialism, and its effects on the colonized psyche. I examine Lieutenant Pinkerton and Butterfly's characters with specific attention to the power dynamics of their relationship in the context of colonization. I emphasize gender, race, and class tensions evident within the white male and white female gazes on the bodies of third world women of color. I present Puccini's musical choices in the operatic score as supplementary to my postcolonial-feminist reading. Puccini's use of pentatonic scales to evoke "Oriental" sounds, as well as his appropriation of Japanese folk tunes and "The Star Spangled Banner" into the score serve to supplement my basic contentions that Madama Butterfly is a product of Oriental discourse and a metaphor for imperialism and its effect on the colonized psyche.