[Refrain: Florence Ballard & Mary Wilson]
Ooh, ooh, ooh
Ooh, ooh, ooh
Ooh, ooh, ooh
Ooh, ooh, ooh

[Verse 1: Diana Ross, Florence Ballard, & Mary Wilson]
One night, you held me tight
And whispered in my ear all night
Sweet words (Sweet words)
I've never heard (Unheard)
And I believed every word
Next day, you came my way (My way)
Without a word to say
You passed me by (Me by)
You didn't bat an eye (An eye)
My darling, won't you tell me why
You're acting strange toward me? (Strange)
Why have you changed for me? (Changed)

[Chorus: Diana Ross, Florence Ballard, & Mary Wilson]
Are you just a breath-taking
First sight soul-shaking
One night love-making
Next day heart-breaking
Guy?
[Refrain: Florence Ballard & Mary Wilson]
Ooh, ooh, ooh
Ooh, ooh, ooh
Ooh, ooh, ooh
Ooh, ooh, ooh

[Verse 2: Diana Ross, Florence Ballard & Mary Wilson]
That night, your love was true (Was true)
Then next day, we were through
Your love went gone
And you were movin' on (Moved on)
And I was left to cry alone
What have I done to you? (Done)
Was it just fun to you? (Fun)

[Chorus: Diana Ross, Florence Ballard, & Mary Wilson]
Are you just a breath-taking
First sight soul-shaking
One night love-making
Next day heart-breaking
Guy?

[Outro: Florence Ballard & Mary Wilson, Diana Ross]
Ooh, ooh, ooh
Breath-taking, soul-shaking, love-making, heart-breaking guy
Ooh, ooh, ooh
Yeah, yeah, yeah, yeah
Ooh, ooh, ooh
Breath-taking, soul-shaking