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

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