Lyrics:Eric Clapton/Jim Gordon
Music:Eric Clapton/Jim Gordon

What'll you do when you get lonely
And nobody's waiting by your side?
You've been running and hiding much too long.
You know it's just your foolish pride.

[Chorus:]
Layla, you've got me on my knees.
Layla, I'm begging, darling please.
Layla, darling won't you ease my worried mind.

I tried to give you consolation
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When your old man had let you down.
Like a fool, I fell in love with you,
Turned my whole world upside down.

[Chorus]

Let's make the best of the situation
Before I finally go insane.
Please don't say we'll never find a way
And tell me all my love's in vain.

[Chorus]

[Chorus]

(instrumental... ending)