someday 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 never never change
keep that breathless charm
won't you please arrange it
cause i love you
just the way you look tonight
and that laugh that wrinkles your nose
it 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
just the way you look tonight