F           C               D#             A# 
It's 2:15 in the morning and I'm still thinking 'bout ya baby  
    F             C                D#             A# 
I'm so frequently yawning, but I'm still thinking 'bout ya baby  
F          C         D#             A 
Heaven up above it's aware of every bit of ya baby  
  F                  C              D#             A#     
I think that I'm in love with every single bit of you baby  
  F     C            D#          A# 
I don't know if I'll fall asleep tonight  
F        C          D#               A# 
When you won't just won't get off my mind  

  F                 C                 D#                A# 
Instead of counting sheep I count the stars within your eyes  
  F                 C               D#                A# 
I wish that I could sleep but those stars are way too bright  
          F                C                 D#            A# 
It's all about you with or without you if it wasn't I'd be fine  
        F             C            D#      A# 
But the thing is everything is and I'll be awake all night  

     F           C                D#                 A# 
It's 4:15 in the morning and it's still the same old story baby 
F                       C            D#                 A# 
Staring at the roof for hours but I really don't find it boring baby  
            F               C                D#              A# 
Painting my feelings on the ceiling and it's always turns to portraits of you  
      F             C                D#        A# 
If my life's box of chocolates then fill it of assortments of you  
Cause  
F       C            D#          A# 
I don't know if I'll fall asleep tonight  
F          C          D#               A# 
'Cause you won't just won't get off my mind  

  F                 C                 D#                A# 
Instead of counting sheep I count the stars within your eyes  
  F                 C               D#                A# 
I wish that I could sleep but those stars are way too bright  
          F                C                 D#            A# 
It's all about you with or without you if it wasn't I'd be fine  
        F             C            D#      A# 
But the thing is everything is and I'll be awake all night 
F   C      D#      A# 
       and I'll be awake all night 
F   C      D#      A# 
       and I'll be awake all night