It was an early mornin' bar room
And the place just opened up
And the little man came in so fast
And he started at his cups

And the broad who served the whiskey
She was a big old friendly girl
She tried to fight her empty nights
By smilin' at the world

And she said, "Hey bub
It's been awhile since you been around
Where the hell you been hidin'?
And why you look so down?"

The little man just sat there
Like he'd never heard a sound
The waitress, she gave out with a cough
And actin' not the least put off, she spoke once again

She said, "I don't want to bother you
Consider it's understood
I know I'm not no beauty queen
But I sure can listen good"

And the little man took his drink in his hand
And he raised it to his lips
He took a couple of sips
And he told that waitress this story

I am the midnight watchman
Down at Miller's Tool and Die
And I watch the metal rustin'
I watch the time go by

A week ago at the diner, I stopped to get a bite
And this here lovely lady
She sat two seats from my right
And Lord, Lord, Lord she was alright

You see, she was so damned beautiful
She could warm a winter frost
But she looked long past lonely
And well now I, I was lost

Now I'm not much of a mover
Or a pick-'em-up easy guy
But I decided to glide on over and give her one good try
And Lord, Lord, Lord she was worth a try

But I was tongued-tied like a school boy
I stammered out some words
It did not seem to matter much
'Cause I don't think she heard

She just looked clear on through me
To a space back in my head
And it shamed me into silence
As quietly she said

"If you want me to come with you
That's all right with me
'Cause I know I'm goin' nowhere
And anywhere's a better place to be
Anywhere's a better place to be"

When I drove her to my boarding house
And I took her up to my room
And I went to turn on the only light
To brighten up the gloom

But she said, "Please leave the light off
Oh, I don't mind the dark"
And as her clothes all tumbled 'round her
I could hear my heart

The moonlight shone upon her
As she lay back in my bed
It was the kind of scene I only
Had imagined in my head

I just could not believe it
To think that she was real
And as I tried to tell her, she said
"Shh, I know just how you feel"

"And if you want to come here with me
That's all right with me
'Cause I've been, oh, so lonely
Lovin' someone is a better way to be
Anywhere's a better place to be"

Well, the mornin' came so swiftly
I held her in my arms
She slept like a baby
Snug and safe from harm

I did not want to share her
Or dare to break the mood
So, before she woke I went out
To buy us both some food

I came back with a paper bag
To find that she was gone
She'd left a six word letter
Sayin', "It's time that I moved on"

You know that waitress took her bar rag
And she wiped it across her eyes
And as she spoke her voice came out
As somethin' like a sigh

She said, "I wish that I was beautiful
Or that you were halfway blind
And I wish I weren't so god-damned fat
I wish that you were mine"

"And I wish that you'd come with me
When I leave for home
For we both know all about emptiness
And livin' all alone"

And the little man
Looked at the empty glass in his hand
And he smiled a crooked grin
He said, "I guess I'm out of gin
And I know we both have been so lonely"

"And if you want me to come with you
That's alright with me
'Cause I know I'm goin' nowhere
And anywhere's a better place to be"