Well now you say you've found another man who does things to you that I can't

And that no matter what I do it's all over now between me and you girl

But I can't believe what you say

No I can't believe what you say

'cause baby



(Chorus)

I don't wanna fade away

Oh I don't wanna fade away

Tell me what can I do what can I say

Cause darlin' I don't wanna fade away



Well now you say that you've made up your mind it's been such a long,

long time since it's been good with us

And that somewhere back along the line you lost your love and I lost your trust

Now rooms that once were so bright are filled with the coming night, darlin'



(Chorus)



You say it's not easy for you

And that you've been so lonely

While other girls go out doing what they want to do

You say that you miss the nights when we'd go out dancing

The days when you and I walked as two

Well girl I miss them too

Oh I swear that I do

Oh girl



Now baby I don't wanna be just another useless memory holding you tight

Or just some other ghost out on the street to whom you stop and politely speak when you pass on by vanishing into the night

left to vanish into the night

No baby



(Chorus)