Some day, when I'm awfully low, when the world is cold, I will feel a glow, just thinkin'

all of you, and the way you look tonight, oh but you're lovely, with your smile so warm,

and your cheeks so soft, there is nothin' 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, you're so lovely, never ever 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, just the way you look, just the way you look tonight.

You're so lovely, never ever 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.