I'll always remember
it was late afternoon
It lasted forever
But ended so soon
You were all by yourself
Staring up at a dark gray sky
I was changed

In places no one will find
All your feelings so deep inside (deep inside)
It was there that I realized
That forever was in your eyes
The moment I saw you cry

It was late in September
Had I'd seen you before
You were always the cold one
But I was never that sure
You were all by yourself
Staring up at a dark gray sky
I was changed

I wanted to hold you
I wanted to make it go away
I wanted to know you
I wanted to be your everything
I'll always remember...
It was late afternoon
in places no one will find

I wanted to know you
I wanted to be your everything