Late at night I close my eyes,

And think how things could've been.

And when I look back,

I remember some words you had said to me.

"It's better to have lost at love,

Than never to have loved at all..."

(chorus)

I won't forget you baby, (I won't forget you.)

Even though I could.

I won't forget you baby, (I won't forget you.)

Even though I should, yeah.

Sometimes in my head

I can still see pictures of you.

An I laugh to myself

When I think of all the cazy things that we used to do.

Although miles come between us,

Just between you an' me.

(chorus)

I should let you fade away,

But that just wouldn't be me, oh baby.

(guitar solo)

Although miles come between us,

Just between you and me.

I won't forget you baby, (I won't forget you.)

Memories slowly fade.

I won't forget you baby, (I won't forget you.)

And all the plans we made......