I saw you walking by his side,
Heard you whisper all those lies
And I couldn't keep from crying.

You sang him love songs tenderly
Just the way you sang to me
And I couldn't keep from crying.

Chorus:
Saw you capture all his charms
As you nestled in his arms
With his pretty words and ways
In your heart he took my place.

I stood and watched him steal a kiss
From two lips I know I'll miss
And I couldn't keep from crying.