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

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

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

Chorus

And I wanted to hold you
I wanted to make it go away
And I wanted to know you
I wanted to make your everything all right

I'll always remember
It was late afternoon
In places no one will find

In places no one will find (Oh, no, no)
All your feelings so deep inside (deep inside)
(Forever was in your eyes)
It was there that I realized
That forever was in your eyes
The moment I saw you cry
Baby ,cry
The moment I saw you cry (Oh, no, no)
I think I saw you cry
The moment I saw you cry
I wanted to know you (X3)