D     Bm   Em7             A7  
Some day, when I'm awfully low,  
F#m                Bm7  
When the world is cold,  
G      G/F#    Em        A7      D  Bm7  
I will feel a glow just thinking of you...  
Em7     G/B     A7      D     Bb9   Em7    A7  
And the way you look tonight.  
  
A7+    D   Bm  Em7                A7  
You're lovely, with your smile so warm  
F#m                Bm7  
And your cheeks so soft,  
 G       G/F#    Em     A7     D    Bm7  
There is nothing for me but to love you,  
Em7     G/B      A7      D    Gdim   D  
And the way you look tonight.  
  
Bridge:  
Dm7       D6        Em7         A7  
With each word your tenderness grows,  
Dm7        D6     G    -   A7  
Tearing my fear apart;  
Dm7       D6        Em7            A7  
And that laugh that wrinkles your nose,  
Bm         Bm7      F#7  
Touches my foolish heart.  
  
A7+    D   Bm    Em7             A7  
You're lovely -- never,  never change.  
F#m                   Bm7  
Keep that breathless charm.  
 G         G/F#     Em        A7      D     Bm7  
Won't you please arrange it? 'Cause I love you  
Em7      G/B     A7       D     Bb9   Em7  
Just the way you look tonight.  
  
Coda:  
    Edim    Gdim     D     Bb9    Em7    Edim     D6  
The way you look tonight.