Once Upon A Time
Words & Music by Lee Adams & Charles Strouse
Recorded by Tony Bennett, 1962; From the musical "All-American"
[A] [AM7] [A6] [AM7] [F#m]
Once upon a time a girl with moonlight in her eyes
[DM7] [A] [AM7] [D] [A] [D] [DM7] [Bm7]
Put her hand in mine and said she loved me so;
[E7] [F#m] [D] [E7] [A] [AM7] [Bm7]-5 [E7]
But that was once upon a time, very long ago.
[A] [AM7] [A6] [AM7] [F#m]
Once upon a hill we sat beneath a willow tree
[DM7] [A] [AM7] [D] [A] [D] [DM7] [Bm7]
Counting all the stars and waiting for the dawn —
[E7] [F#m] [D] [Bm7]-5 [E7] [A] [AM7] [A6] [AM7]
But that was once upon a time — now the tree is gone.
Bridge:
[Bm7]-5 [E7] [AM7] [A6] [Bm7]-5 [E7] [AM7] [A6]
How the breeze ruffled through her hair;
[G#m] [C#7] [F#m] [B7] [E7]
How we always laughed as though tomorrow wasn't there.
[D9] [A] [Bm7]-5 [E7] [A] [AM7]
We were young and didn't have a care —
[F#m] [B7] [Bm7]-5 [E7]
Where did it go?
[A] [AM7] [A6] [AM7] [F#m]
Once upon a time the world was sweeter than we knew,
[DM7] [A] [AM7] [D] [A] [D] [DM7] [Bm7]
Ev'rything was ours — how happy we were then!
[E7] [F#m] [DM7] [Bm7]
But somehow once upon a time
[Bm7]-5 [E7] [D9] [A] [F#m] [D9] [BbM7] [A]
Never comes a - gain.