three o'clock in the mornin'

and it looks like it's gonna be

another sleepless night

i've been listenin to your dreams

and gettin very low

wond'rin'what i can do

maybe i'm bein'foolish

cause i haven't heard you mention

anybody's name at all

how i wish i could be sure

it's me that turns you on

each time you close your eyes

i've heard it said that

dreamers never lie

you've been talkin'in your sleep

sleepin'in your dreams

with some sweet lover

holdin on so tight

lovin her the way

you used to love me

talkin'in your sleep

with lovin on your mind

maybe i'm bein'foolish

cause i haven't heard you mention

anybody's name at all

how i wish i could be sure

it's me that turns you on

each time you close your eyes

i've heard it said that

dreamers never lie

you've been talkin'in your sleep

sleepin'in your dreams

with some sweet lover

holdin on so tight

lovin her the way

you used to love me

talkin'in your sleep

with lovin on your mind