VERSE
C              G/B
I'll always remember
F
It was late afternoon
C            G
It lasted forever
F
And ended too soon
C                   G
You were all by yourself
                Dm
Staring up at a dark gray sky
F           
I was changed

CHORUS
C                      G
In places no one would find
                      Dm7         F
All your feelings so deep inside (deep inside)
C                      G
It was then that I realized
                 Dm7
That forever was in your eyes
    F                   C G 
The moment I saw you cry
                  Dm7          F
The moment that I saw you cry

VERSE
C                G
It was late in september
Dm                  F
And I've seen you before (and you were)
C                    G
You were always the cold one
Dm7                    F
But i was never that sure
C                  G
You were all by yourself
              Dm7
Staring at a dark gray sky
F
I was changed

CHORUS
C                      G
In places no one would find
                     Dm7         F
All your feelings so deep inside (deep inside)
C                      G
It was then that I realized
                 Dm7
That forever was in your eyes
    F                   Am
The moment I saw you cry

BRIDGE
            G
I wanted to hold you
            Dm7              F
I wanted to make it go away
            C          
I wanted to know you
            G/B           Am              F
I wanted to make your everything, all right....


C             G
I'll always remember...
Dm                   F
It was late afternoon...

In places no one would find...

CHORUS
C                      G
In places no one would find
                      Dm         F
All your feelings so deep inside (deep inside)
C                      G
It was then that I realized
                 Dm7
That forever was in your eyes
    F                    
The moment I saw you cry

C       G
Oh baby cry
             C
The moment I saw you cry
   F
Oh no no
C         G       Dm7
I think I saw you cry
    F
The moment I saw you cry