Well, I can't seem to place the name Of that town we went to last fall It was up in the mountains, yeah, we took a train there And that's pretty much what I recall Fading, you are fading You took me dancing, out all night dancing The best time I might have ever had And didn't you kiss me, and make me laugh When we said goodbye, wasn't it sad? Fading, you are fading A sweet dream left behind I can't seem to find my way back to (you.) You are fading You are fading Well, I've got letters, pictures too But they can't come close to you Days go by, and life goes on And on and on, and on and on and on Fading, you are fading You are fading Aah