(Jerome Kerns)

Some day, when I'm awfully low,
When the world is cold,
I will feel a glow just thinking of you
And the way you look tonight.

(But you're) lovely, with your smile so warm
And your cheeks so soft,
There is nothing for me but to love you,
Just the way you look tonight.

With each word your tenderness grows,
Tearing my fear apart...
And that laugh that wrinkles your nose,
It touches my foolish heart.

Lovely ... never, never change.
Keep that breathless charm.
Won't you please arrange it?
cause I love you ... just the way you look tonight

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