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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

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

With each word your tenderness grows
Tearing my fear apart
And that laugh wrinkles your nose
Touches my foolish heart

Lovely, don't you ever change
Keep that breathless charm
Won't you please arrange it
'Cause I love you just the way you look tonight

Lovely, don't you 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
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      Yes, you're lovely with your smile so warm   And your cheeks so soft   There is nothing for me but to love you   And the way you look tonight      With each word your tenderness grows   Tearing my fear apart   And that laugh wrinkles your nose   Touches my foolish heart      Lovely, don't you ever change   Keep that breathless charm   Won't you please arrange it   'Cause I love you just the way you look tonight      Lovely, don't you 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