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(Teddy Randazzo and Bobby Weinstein)
(wee-ooh-ooh)
(ooh, ooh, ooh, ooh)
(ooh, ooh, ooh, ooh, ooh)

I'm on the outside looking in (ooh, ooh, ooh, ooh, ooh)
An' I wanna be, an' I wanna be back on the inside wi-ith you
You are with somebody new and I don't know what to do
'cause I'm still in love with you (in love with you)

I'm on the outside looking in (ooh, ooh, ooh, ooh, ooh)
I don' wanna be, I don' wanna be left on the outside all alone
Well, I guess I've had my day and you left me go my way
Now it's me who has to pay-ay-ay

I never should have gone away, I never should have gone away a-and left you like I did
(hoop-woo-ooh)
With tears in your ey-e-e-e-e-e-e-s
(hoop-woo-ooh)
I thought you'd take me back
But now, to my surprise (to my surprise)



On the outside looking in (ooh, ooh, ooh, ooh, ooh)
Gotta find a way, gotta find a way back to your heart, dear, once again
Won't you take me back again? I'll be waiting here till then
On the outside looking in (ah-ah-ah-ah-ah)

Won't you take me back again? I'll be waiting here till then
On the outside looking in (ooh, ooh, ooh)
(ooh, ooh, ooh, ooh)
On the outside looking in (ooh, ooh, ooh, ooh, ooh)
Oh, oh, oh, oh, oh, oh, oh, looking in
(ooh, ooh, ooh, ooh, ooh)
I don' wanna be, I don' wanna be, I don' wanna be looking in
[Fade]

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