Once upon a time in another state,
and not the kind with a license plate,
but a place in you mind when you're asleep.
The kind of sleep that is so deep
where nothing is real and everything's great.

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Where you can fly or you can run
as fast as a cheetah. Oh what fun!
There you see the strangest things.
Like green haired dogs and horses with wings.
You know that dream. You know the one.

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In your dreams you can fly upside down
With wings made of feathers, way above town.
There you can see your house from the sky
and wave to your mother and yell to her, Hi!
And she’ll wave back without a frown.

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There's the dream of sailing on a creamy lake
made of chocolate frosting on a party cake.
With dolphins that jump and do flip flops
that make gooey splashes of sugary glops
off the front of the boat as they ride in its wake.

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Here rainbows all end in a big pot of gold
in magical places where no one grows old.
Everything here is so bright and so pretty.
It sure is better than a noisy, big city,
and did you notice it never gets cold?

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Oh what a place, oh I love to dream.
I swam along once in a little blue stream
with a turtle who wore little round glasses
and said hello to every fish that she passes
sure it sounds strange, to some it would seem.

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Sometimes dreams are not what you make,
but are really scary and cause you to wake.
Then you're frightened and can’t sleep for fear
that more bad dreams are waiting near
so try this trick, if my advice you will take.

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Next time you have a bad dream at night
and are afraid to sleep because of fright
then close you eyes and think of a tale
that is good and fun and happy as well
and soon your dreams will become a delight.

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The more you practice the better you will be
at having good dreams. Try and you’ll see.
I promise you’ll get much better real fast
at having good dreams while the night flies past.
Just try one time, it sure works for me.

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If you try real hard you can make your brain
go where you want, like the rails of a train.
Have the best dreams that you can dream
like that frosted lake with that chocolate cream.
Say goodbye to bad dreams, let good ones remain.

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So now it's time you get to sleep
and just for fun, count some sheep.
Close your eyes and think of good things
You need lots of sleep, and have good dreams.
Now no more words, not even a peep.

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Do you see how easy it was to do?
To end bad dreams and have good ones too?
Now rest your body and let tired out.
Have great dreams, you will now doubt.
You may even see me, or I may see you.