Music and Lyrics were written by John Sheremeta. The cd and lyrics are copyrighted 2005 Madacy. I believe the CD was released in May of 2005.

Loo-loo-lee-li,
We will sing this lullaby,
Loo-loo-lee-li,
Stars are shining in the sky,
Loo-loo-lee-li,
It's now time to close our eyes,
Loo-loo-lee-li,
And sing a Care Bear lullaby.

After such a busy day,
We lay down for the night,
To dream of new adventures,
Coming with tomorrows light,
All snuggled up for beddy-bye,
We're safe and have no fear,
We give thanks again for,
Everything and those who love us dear.

Loo-loo-lee-li,
We will sing this lullaby,
Loo-loo-lee-li,
Stars are shining in the sky,
Loo-loo-lee-li,
It's now time to close our eyes,
Loo-loo-lee-li,
And sing a Care Bear lullaby.

Today we had so much fun,
With our friends and family,
It's time to settle down and see,
What our dreams will be,
We'll dream of places far away,
Of making a new friend,
With whom we'll share,
Some special times,
We hope will never end.

Loo-loo-lee-li,
We will sing this lullaby,
Loo-loo-lee-li,
Stars are shining in the sky,
Loo-loo-lee-li,
It's now time to close our eyes,
Loo-loo-lee-li,
And sing a Care Bear lullaby,

Share your dreams,
With those you love,
And you will find your way,
Nothing is impossible,
Tomorrow is a brand new day,
Show you care and,
Share a smile,
It will come back to you,
And those you treat nicely,
Will care about you too.

Loo-loo-lee-li,
We will sing this lullaby,
Loo-loo-lee-li,
Stars are shining in the sky,
Loo-loo-lee-li,
It's now time to close our eyes,
Loo-loo-lee-li,
And sing a Care Bear lullaby.

Twinkle, twinkle little star,
Care Bear rainbows from afar.
Up above the world so high,
Like a diamond in the sky.
Twinkle, twinkle little star,
Care Bear rainbows from afar.

We're here living in the clouds,
Sharing feelings, feeling proud,
If you've had a little fright,
We'll let shine our Care Bear Light,
Care Bear rainbows from afar.

When you look into the sky,
Staring up with head held hight,
We'll be waiting there for you,
With our friendship oh so true,
Twinkle, twinkle, little star,
Care Bear rainbows from afar.

Are You sleeping?
Are you Sleeping?
Funshine Bear, Funshine Bear,
Sun is getting tired,
Sun is getting tired,
Go to sleep, Go to sleep.

Are you sleeping?
Are you sleeping?
Friend Bear too,
Friend Bear too,
Flower eyes are closing,
Flower eyes are closing,
Go to sleep, Go to sleep.

Are you sleeping?
Are you sleeping?
Bedtime Bear, Bedtime Bear,
Moon is in the night sky,
Moon is in the night sky,
Go to sleep, Go to sleep.

Are you sleeping?
Are you sleeping?
Grumpy Bear, Grumpy Bear,
Clouds are sighing softly,
Clouds are sighing softly,
Go to sleep, Go to sleep.

Are you sleeping?
Are you sleeping?
Love A Lot, Love A Lot,
Two hearts will be dreaming,
Two hearts will be dreaming,
Go to sleep, Go to sleep.

Are you sleeping?
Are you sleeping?
Cheer Bear too, Cheer Bear too,
Rainbows will be yawning,
Rainbows will be yawning,
Go to sleep, Go to sleep.

We've been playing and having fun,
Such a good time just we two,
Can't believe the day is done,
There's just one thing left to do.

The sun is setting in the west,
As the moon comes into view,
It's time to get a good night's rest,
Knowing I'll be there with you,
Watching out the whole night through.

A very, very, very, very, very, very, very goodnight to you,
As you drift into an evening's sleep,
Know that I'll be here for you.

A very, very, very, very, very, very, very goodnight to you,
Pleasant dreams, sleep tight the whole night through,
A very goodnight to you.

It's been such a day of non-stop fun,
I just can't believe it's through,
I've made a brand new friend and you're the one,
But now some rest is overdue.

So get comfy, cozy, tucked in tight,
Close your eyes and drift away,
Knowing as you fall asleep tonight,
I'll be with you all the way,
Until tomorrow's brand new day.

I'll be brave and loyal and there for you,
Have no worries, have no fear,
For helping you sleep is what I do best,
So let me make this very clear,
You know that I'll always be near.

A very, very, very, very, very, very, very goodnight to you,
As you drift into an evening's sleep,
Know that I'll be here for you.

A very, very, very, very, very, very, very goodnight to you,
Pleasant dreams, sleep tight the whole night through,
A very goodnight,
A very goodnight,
A very goodnight to you.

Hush little baby,
Close your eyes,
Harmony Bear will sing,
You some lullabies,
A few little songs,
To help you sleep,
And drift off,
To slumber land so deep.

Hush little baby,
snuggled up tight,
Bedtime Bear is coming,
To dim the light,
He'll stay until your eyes,
Start to close,
Sharing sweet dreams,
To help you doze.

Hush little baby,
Get some rest,
So tomorrow you,
Will feel your best,
Wish Bear's wishing,
You a perfect day,
So close your eyes,
Now all the way.

Hush little baby,
Close your eyes,
No more restless,
coos and sighs,
Loving and caring,
Are surrounding you,
Sleep little baby,
The whole night through,
Sleep little baby,
The whole night through.

Dream sweet dreams tonight,
Blankets round you tight,
Snuggled up inside your bed,
Thoughts of caring in your head.

Dream sweet dreams tonight,
Blankets round you tight,
Close your eyes and go to sleep,
Dream sweet dreams tonight.

Think sweet thoughts tonight,
Till the morn's first light,
Soft white clouds and sunshine bright,
Gleaming rainbows,
What a sight.

Think sweet thoughts tonight,
Till the morn's first light,
May you sleep, a sleep so deep,
Think sweet thoughts tonight.

Dream sweet dreams tonight,
Blankets round you tight,
As you sleep the night away,
Know our love is hear to stay.

Dream sweet dreams tonight,
Till the morn's first light,
Know you have our love to keep,
Dream sweet dreams tonight,
Care Bear love is yours to keep,
Dream sweet dreams tonight.

Rock-a-bye baby on the tree top,
When the the wind blows, The cradle will rock,
Swaying so gently, first left then right,
Rock-a-bye baby, sleep well tonight.

Rock-a-bye baby, in clouds colored white,
Drifting together, all through the night,
Dreaming of wonders, stars all aglow,
Where dreams will take you, nobody knows.

Rock-a-bye baby, please tell me true,
Oh how I'd love, to dream as you do,
Where will dreams take you, so far away,
Rock-a-bye baby, tomorrow's a new day,
Rock-a-bye baby tomorrow's a new day.

Star light, star bright
The very first star I see tonight
I wish I may, I wish I might
Receive this wish I wish tonight

Star light, star bright
The shiniest start I see tonight
I wish you may, I wish you might
Grant me the wish, I wish tonight

Every night-time I look up for you
Up in the evening sky so blue
Is it really true, what they say you can do?
Tell me, can you make my wish come true?

Star light, star bright
The very first star I see tonight
I wish I may, I wish I might
Receive this wish I wish tonight

Star light, star bright
The shiniest start I see tonight
I wish you may, I wish you might
Grant me the wish, I wish tonight

Up in the sky, you're the first shining light
So many searching for you, star so bright
Please tell me star, what I've heard is it right?
Can you grant my wish for me tonight?

Star light, star bright
The very first star I see tonight
I wish I may, I wish I might
Receive this wish I wish tonight

Star light, star bright
The shiniest start I see tonight
I wish you may, I wish you might
Grant me the wish, I wish tonight
Grant me the wish, I wish tonight.

When I was a baby, many years ago,
My mother sang this song to me,
In her voice so sweet and low,
I still hope that maybe you might get to know,
The wonder of this lullaby,
So tender, soft, and slow.

Toora, loora, loora,
Toora, loora, li,
Toora, loora, loora,
Hush now don't you cray,
Toora, loora, loora,
Toora, loora, li,
Toora, loora, loora,
I will sing you this lullaby.

Time to sleep my child,
Time to close your eyes,
Time to hear the sweetness,
Of this sweet old lullaby,
Children through the ages,
Have heard this melody,
Now it's yours, this song of old,
A gift to you from me.

Toora, loora, loora,
Toora, loora, li,
Toora, loora, loora,
Hush now don't you cray,
Toora, loora, loora,
Toora, loora, li,
Toora, loora, loora,
I will sing you this lullaby.

Toora, loora, loora,
Toora, loora, li,
Toora, loora, loora,
I will sing you this lullaby,
Toora, loora, loora,
I will sing you this lullaby.

I'll be dreaming of a rainbow tonight,
Yellow, green, and red it will be a brilliant sight,
In my dreams I'll see it shining so bright,
A magical, wonderful rainbow delight.

Bringing good wishes this rainbow will be,
And lots of love for my friends and family,
A rainbow of caring what a scene I will see,
High above in the sky shining only for me.

As I lay me down to sleep snuggled in my bed so deep,
I will hear this lullaby and,
I'll start to close my eyes,
Soon I'll start to fall asleep,
Goodnight kisses mine to keep,
Dreaming of that rainbow height,
Shining brightly in the sky.

I'll be dreaming of a rainbow tonight,
Purple, orange and blue it will be a brilliant sight,
In my dreams I'll see it shining so bright,
A magical, wonderful rainbow delight.

Bringing good wishes, this rainbow will be,
And lots of love for my friends and family,
A rainbow of caring what a scene I will see,
High above in the sky shining only for me.

Stars are twinkling in the sky,
Shining down from way up high,
All aglow they start to shine,
Lighting up this heart of mine,
Here's what I'll be dreaming of,
Soaring higher than a dove,
Magic rainbow up above,
Fill my dreams with your sweet love.

Bringing good wishes, this rainbow will be,
And lots of love for my friends and family,
A rainbow of caring what a scene I will see,
High above in the sky shining only for me.

Sometimes I close my eyes, when I'm alone,
No one's around,
And I picture a magical place,
Where I'd like to be,
Beneath some clear blue skies,
I'm staring upwards from the ground,
And looking at wondrous sights all around me.

I can go anywhere,
At all I'd like to be,
I can see anything,
At all I'd like to see,
When I'm in my fantasy,
I'm pretending just for me,
But if you would like to join me,
Here is what to do,
You just close your eyes,
We'll try to make your wish come true.

Your wish is my wish too,
I'll help to make that wish with you,
When we believe in our dreams,
And we wish upon a wishing star,
Sometimes it can happen,
Sometimes when you close your eye,
You can start to visualize your wish coming true.

Look deep within your heart,
Find something special,
That you love,
Cling to that one special dream,
Never let go,
Who knows when it will start the magic,
That you're thinking of,
When does that dream come true?
We never know.

But don't let go,
Your dream it might come true,
Although the wait might seem,
Too long for you,
If you try to think of me,
I might help your fantasy,
And who knows together,
What things we can do,
If we both work hard,
To make your wish come true.

Your wish is my wish too,
I'll help to make that wish with you,
When we believe in our dreams,
And we wish upon a wishing star,
Sometimes it can happen,
Sometimes when you close your eye,
You can start to visualize your wish coming true.

You never know what can happen when a wish comes true,
So wish a good wish,
Be certain that it's right for you.

Your wish is my wish too,
I'll help to make that wish with you,
When we believe in our dreams,
And we wish upon a wishing star,
Sometimes it can happen,
Sometimes when you close your eye,
You can start to visualize your wish coming true.

Lullaby and goodnight,
Pleasant dreams and sleep tight,
Close your eyes, dim the light,
For it's time to say goodnight.

Lay your head down tonight,
It's now time for a rest,
Lay your head down tonight,
May your dreams all be blessed.

Lullaby and goodnight,
Pleasant dreams and sleep tight,
Close your eyes, dim the light,
For it's time to say goodnight.

As the stars start to shine,
In the sky so dark blue,
Go to sleep, child of mine,
Knowing that I love you.

Lullaby and goodnight,
Close your eyes and drift away,
Lullaby and goodnight,
For it's time to end this day.

Pleasant dreams and sleep tight,
May you sleep through this night,
Pleasant dreams and sleep tight,
Till tomorrow's first light.