Transcribed from vocals by Fats Waller, recorded
August 10, 1939;
From Fats Waller and His Rhythm: A Good Man is
Hard to Find: The Middle Years, Part 2: 1938-40; Blue Bird 66552-2.
Who'll take my place in your heart
when I'm gone?
Who'll know the bliss of your kiss
from then on?
Who's gonna share each sorrow and
care?
What'll you do, whenever you're
blue?
There is no one who will love you
like I do.
Who'll take my place in your wonderful,
wonderful, wonderful, wonderful arms?
Who will embrace all those gorgeous
sweet charms?
And who'll always be true, and
believe just in you?
Tell me, who'll take my place when
I'm gone?
Tell me, who'll take my place when
I'm gone?
Published 5/31/02.
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