Baby don't tell me you miss me, you love me
Don't whisper gently that you can't forget me
Tonight, tonight 'cause I've heard it all before
Just turn away, don't play that game
Baby I don't want to anymore

Let it all fade away
Don't you know that love is gone
It's too late, everything fades away
Nothing ever stays the same
Baby, no, no, no

Don't tell me you're sorry you hurt me
How many times can I give in?
How many battles can you win?
Oh, don't beg for mercy

Tonight, tonight 'cause I can't take any more
Just turn around, don't break me down
Baby I don't love you like before

Let it all fade away
Don't you know that love is gone
It's too late, everything fades away
Nothing ever stays the same, baby, oh

So hard for me to let you go
Don't leave me standing in the cold
Oh, baby give me one more chance
I know that we can make it last

Just let me love you one more time
(Don't say it) Girl I don't wanna lose my mind
(Don't say, say)
So hard for me to let you go
So hard for me to let you go

Let it all fade away (why don't you?)
Love is gone (love is gone babe)
It's too late, oh, everything fades away (oh)
Nothing ever stays the same, babe
nothing ever stays the same (whoa-oh)

Let it all fade away
Love is gone (love is gone babe)
It's too late, everything fades away
Nothing ever stays the same, baby

It only fades, it only fades
Only fades, only fades
Baby don't tell me you miss me, you love me

It only fades, it only fades
Only fades, only fades
Baby don't tell me you miss me, you love me

It only fades, it only fades
Only fades, only fades
Baby don't tell me you miss me, you love me

It only fades, it only fades
Only fades, only fades

Copyright: Universal Music Publishing Group, Warner Chappell Music, Inc.
Writer(s): Mariah Carey, Walter Afansieff