Once upon a time I was on my own, once upon a time like you've never known. Once upon a time I would be impressed, once upon a time my life would be obsessed. Once upon a time, once upon a day when I was in my prime, once along the way. If you want to know my secret. don't come running after me for I am just a painter passing through in history.

Yesterday is gone, yesterday's all right. Yesterday belongs in my dreams at night. Yesterday is swell, yesterday is great, yesterday is strong, remembering can wait. Once upon a time, once upon a day when I was in my prime, once along the way. If you want to know an answer, I can't turn your life around for I am just a painter passing through the underground.

I was in my stride, always at my game, here comes mister cool, along the walk of fame. I was in demand, always in control, the world was in my hands, my touch had turn to gold. Once upon a time, I was in a daze when I was in my prime, once along the way. If you want to know my secret. don't come running after me for I am just a painter passing through in history.

Now that I am old, let me rest a spell. All that I am told, I can never tell. Never in my life, never will it pass, I am still alone, remembering at last. Once upon a time, once upon a day when I was in my prime, once along the way. If you want to know an answer, I can't turn your life around for I am just a painter passing through the underground. If you want to know my secret. don't come running after me for I am just a painter passing through in history.