It was an early morning barroom
And the place had just opened up
And a 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
Who tried to fight her empty nights
By smiling at the world

And she said, "Hey, bub, it's been a while
Since you've been around
Where the [bad word] have you been hiding
And why d'you look so down?"

Well, the little man just sat there
Like he'd never heard a sound.
The waitress, she gave out with a cough
And acting not the least put off,
She spoke once again, and 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 then he told the waitress this story:

I am the midnight watchman
Down at Miller's Tool and Die
I watch the [bad word] I watch the time go by
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 [bad word] beautiful
That she could warm a winter frost
But she looked long past lonely
And well nigh on to 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.

Well, I was tounge-tied like a schoolboy
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
It shamed me into silence
As quietly she said

"If you want me [bad word] with you,
Then that's alright with me
Cause I know I'm going nowhere
And anywhere's a better place to be"
Anywhere's a better place to be

Well, 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

Well, 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
"Shhhh - I know just how you feel -
And if you want [bad word] here with me,
Then that's alright 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 morning came so swiftly
I held her in my arms
And 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 my paper bag
To find that she was gone
She'd left a six-word letter
Saying "It's time that I moved on."

You know, the waitress, she took her bar rag
And she wiped it across her eyes
And as she spoke, her voice came out
As something like a sigh
She said, "I wish that I was beautiful
Or that you were halfway blind
And I wish I weren't so [bad word] fat -
I wish that you were mine
And I wish that [bad word] with me
When I leave for home
For we both know all about emptiness /lovelyness
And living 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 [bad word] with you,
Then that's alright with me
Cause I know I'm going nowhere
And anywhere's a better place to be