Three o'clock in the mornin'
And it looks like it's gonna be
Another sleepless night
I've been listenin' to your dreams
And gettin' very low
Wond'rin' what I can do

Maybe I'm bein' foolish
'Cause I haven't heard you mention
Anybody's name at all
How I wish I could be sure
It's me that turns you on
Each time you close your eyes
I've heard it said that dreamers never lie

You've been talkin' in your sleep
Sleepin' in your dreams
With some sweet lover
Holdin' on so tight
Lovin' her the way
You used to love me
Talkin' in your sleep
With lovin' on your mind

Maybe I'm bein' foolish
'Cause I haven't heard you mention
Anybody's name at all
How I wish I could be sure
It's me that turns you on
Each time you close your eyes
I've heard it said that dreamers never lie

You've been talkin' in your sleep
Sleepin' in your dreams
With some sweet lover
Holdin' on so tight
Lovin' her the way
You used to love me
Talkin' in your sleep
With lovin' on your mind