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

Oh but you're lovely with your cheeks so soft

And your lips so warm

There is nothing for me but to love you

Just the way you look tonight

With each word

Your tenderness grows tearing my fears apart

And that laugh

That wrinkles your nose 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

Just the way you look tonight