When the autumn leaves are falling to the ground
When the air gets cold then I think of us
Of you and I
And it almost makes me cry
So sad and kind of bitter sweet
And the memories filled with tears
And I feel my heart will break
Guess it all was my mistake

Autumn's chilly winds were blowing through the trees
The rain fell softly on your face
Oh I remember every little thing about that day
I remember every place
Grey skies, you were laughing at the clouds
The rain fell softly on your face
The memories of our time together cannot be replaced