[Verse 1: Mariah Carey]
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

[Chorus: Mariah Carey]
Let it all fade away
Don't you know the love is gone
It's too late
Everything fades away
Nothing ever stays the same, baby
No, no, no

[Verse 2: Mariah Carey]
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 anymore
Just turn around, don't break me down
Baby, I don't love you like before
[Chorus: Mariah Carey]
Let it all fade away
Don't you know that love is gone?
It's too late, oh
Everything fades away
Nothing ever stays the same, baby
Oh, oh

[Bridge 1: Will Downing]
So hard for me to let you go
Don't leave me standing in the cold
Oh baby, give it one more chance
I know that we can make it last

[Bridge 2: Will Downing]
Just let me love you one more time
'Cause I don't wanna lose my mind
So hard for me to let you go
So hard for me to let you go

[Chorus: Mariah Carey]
Let it all fade away (Why don't you?)
Love is gone it's too late (The love is gone, baby, it's too late, oh)
Everything fades away (Yeah, yeah, yeah, oh)
Nothing ever stays the same, babe
Nothing ever stays the same
Oh, whoa, whoa
[Chorus: Mariah Carey]
Let it all fade away (Oh, let it fade away)
Love is gone, it's too late (The love is gone, baby, it's too late)
Everything fades away (Every, everything, fades away)
Nothing ever stays the same

[Outro: Mariah Carey]
It only fades, it only fades
Only fades, it only fades
Baby, don't tell me you miss me you love me
It only fades, it only fades
Only fades, it only fades (Whoa, oh)
Baby, don't tell me you miss me, you love me (Whoa, oh)
It only fades, it only fades
Only fades, it only fades (Whoa)
Baby don't tell me you miss me, you love me (Whoa, oh)
It only fades, it only fades
Only fades, it only fades (Whoa)
Baby, don't tell me you miss me