This version contains extra verse; this is the full version recorded by Michael Jackson for the original pressings tests.
Cited by Michael as one of the most difficult tracks to cut for the album:

"We were used to doing a lot of takes, in order to get the vocal as nearly perfect as possible, but Quincy wasn't satisfied with my work on that song, even after literally dozens of takes," said Michael. "Finally, he took me aside late one session, and told me he wanted me to beg. That's what he said - he wanted me to go back to the studio and literally beg for it. So I went back in and had them turn off the studio lights, and close the curtain between the studio and the control room, so I wouldn't feel self-conscious. Q started the tape and I begged - the result is what you hear in the grooves."


* Written and composed by Rod Temperton
* Produced by Quincy Jones
* Rhodes: Greg Phillinganes
* Synthesizer: David Paich and Steve Porcaro
* Guitar: Paul Jackson
* Bass: Louis Johnson
* Drums: Jeff Porcaro
* Emulator: Michael Boddicker
* Arrangement by Rod Temperton


The Lady In My Life (Full Version) - Lyrics

There'll be no darkness tonight
Lady our love will shine (Lighting the night)
Just put your trust in my heart and meet me in paradise (Now is the time)
Girl, you're every wonder in this world to me
A treasure time won't steal away

So let me keep you warm
Through the shadows of the night
Let me touch you with my love
I can make you feel so right
Just come into my arms
While the world goes spinnin' by
In the glow of candlelight
I will show you you're the lady in my life

Don't need no fortune or fame
I just want you close to me (There's no mystery)
No time for castles in space
Or livin' in make believe (Don't you just see)
I'd trade it all for just a rainy day
As long as I know you'll be there, girl

So listen to my heart
Lay your body close to mine
Let me fill you with my dreams
I can make you feel alright
And baby through the years gonna love you more each day
So I promise you tonight that you will always be the lady in my life

Lay back in my tenderness
Let's make this a night we won't forget
Girl, I need you sweet caress, oh
Reach out to a fantasy
Two hearts in a beat of ecstasy
Come to me, girl

And I will keep you warm through the shadows of the night
Let me touch you with my love
I can make you feel so right
And baby through the years even when we're old and gray
I will love you more each day
'Cause you will always be the lady in my life

Stay with me, I want you to stay with me
I need you by my side
Don't you go no where
(Ooh girl let me keep you warm)
Let me keep you warm
(You are the lady in my life)
You're my lady
(Feel you with the sweetest love)
I wanna squeeze ya
(Always the lady in my life)
I wanna touch you baby
(Lay back in my tenderness)
(You are the lady in my life) doo doo doo
(Rock me with your sweet caress)
(Always the lady in my life)
Your my lady and I love your girl
(Ooh girl let me keep you warm)
(You are the lady in my life) Don't you go nowhere
(Feel you with the sweetest love)
(Always the lady in my life) I love you I love you I need you I want you, baby
(Lay back in my tenderness) Stay with me
(You are the lady in my life) Don't you go no where
(Rock me with your sweet caress) And I love you baby
(Always the lady in my life)
Woo, Ooh Baby
Don't go no where
You're my lady
All through the night

(Ooh girl let me keep you warm) I wanna give you all
(You are the lady in my life) In my life
(Feel you with the sweetest love) Let me be your baby
(Always the lady in my life) All over all over all over
(Lay back in my tenderness) Lay back with me
(You are the lady in my life) Let me touch you girl
(Rock me with your sweet caress) Lay back with me
(Always the lady in my life) All over (x 7) baby
(Ooh girl let me keep you warm)
(You are the lady in my life) Woo
(Fill you with the sweetest love)
(Always the lady in my life) You're my lady
(Lay back in my tenderness) You're my lady, baby