[Verse 1]
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

[Verse 2]
Oh, but you're lovely with your smile so warm
And your cheek so soft
There is nothing for me but to love you
Just the way you look tonight

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

[Verse 3]
Lovely, never, never change
Keep that breathless charm
Won't you please arrange it? 'Cause I, I love you
Just the way you look tonight

[Outro]
Just the way you look tonight