WHO'LL TAKE MY PLACE WHEN I'M GONE?
(Billy Fazioli / Raymond Klages)


Fats Waller & His Rhythm - 1939

Also recorded by: The Ames Brothers





Who'll take my place in your heart when I'm gone 
Who'll know the bliss of your kiss from then on 
Who's gonna share each sorrow and care 
What'll you do, whenever you're blue 
There is no one who will love you like I do

Who'll take my place in your wonderful, wonderful, wonderful, wonderful arms 
Who will embrace all those gorgeous, sweet charms 
And who'll always be true and believe just in you 
Tell me, who'll take my place when I'm gone 
Tell me, who'll take my place when I'm gone













(Contributed by  - March 2009)