(Don Hecht - Alan Block)

I go out walkin' after midnight out in the moonlight just like we used to do
I'm always walkin' after midnight searchin' for you.
I walk for miles along the highway, well, thats just my way of sayin' I love you
I'm always walkin' after midnight searchin' for you.

I stop to see a weapin' willow cryin' on his pillow, maybe hes cryin' for me
And as the skies turn gloomy night winds whisper to me
I'm lonesome as I can be
I go a walkin' after midnight out in the starlight just hoping you may be
Somewere a walkin' after midnight searchin' for me.

--- Instrumental ---

I stop to see a weapin' willow cryin' on his pillow, maybe hes cryin' for me
And as the skies turn gloomy night winds whisper to me
I'm lonesome as I can be
I go a walkin' after midnight out in the starlight just hoping you may be
Somewere a walkin' after midnight searchin' for me...