CHORUS:
Oh you were holding her, you were kissing her
But what could I do?
After telling me you would always be
Mine forever true

Last night I went to a late-night movie show
At first couldn't see with the lights so low
Then in the dark I saw a boy I thought I knew
You didn't look 'round, but I knew it was you

No, you didn't look 'round 'cause you were occupied
Kissing the girl that sat there by your side
I was trying not to cry & let my feelings show
You didn't look 'round, so you wouldn't know

(chorus)

My whole world came tumbling down that night
When I saw you holding her so tight
I'm gonna lock my heart to you; at least I'm gonna try
You didn't look 'round, so you'll never know why

(instrumental)

I'm gonna lock my heart to you; at least I'm going to try
You didn't look 'round, so you'll never know why
'Cause you didn't look 'round; now you'll never know why
No, you didn't look 'round
& fade