G          G       Dm/F    Eb           Eb
Baby don't tell me you miss me, you love me
G          G         Dm/F Eb        Eb
Don't whisper gently that you can't forget me
Gm/D C/E Gm/D Cm/Eb
To---night, tonight
              D               Gm
'Cause I've heard it all before
             C                   Gm Cm
Just turn away, don't play that game
 D                      G
Baby I don't want to anymore


[Chorus: Mariah Carey]
Gm     Cm  D     Gm
Let it all fade away
Gm                  Eb          F
Don't you know that love is gone?
Dm        Gm
It's too late
Eb   F     D      Gm
Everything fades away
             Eb        F
Nothing ever stays the same
D             G
Baby, no, no, no


[Verse 2: Mariah Carey]
G             Dm/F   Eb
Don't tell me you're sorry you hurt me
G
How many times can I give in?
G
How many battles can you win?
Gm  Eb             F
Oh, don't beg for mercy
Eb  C  Gm   Cm
Tonight, tonight
F               D         Gm
'Cause I can't take anymore
Gm           C                Gm   Cm
Just turn around, don't break me down
D                             G
Baby I don't love you like before


[Chorus: Mariah Carey]
Gm     Cm   D    Gm
Let it all fade away
Gm                   Eb       F
Don't you know that love is gone?
Dm         Gm
It's too late, Woooh
Gm      F     Dm    Gm
Everything fades away
Gm           Cm             F  Dm
Nothing ever stays the same, baby


[Bridge 1: Will Downing]
Gm                A
So hard for me to let you go
F                       Gm
Don't leave me standing in the cold
    Gm           A
Oh, baby give me one more chance
F                  Gm
I know that we can make it last


[Bridge 2: Will Downing]
Gm                   A
Just let me love you one more time
F                  Gm
Girl I don't wanna lose my mind
Gm                A
So hard for me to let you go
F                 Gm
So hard for me to let you go


[Chorus: Mariah Carey]
Gm     Cm  D     Gm
Let it all fade away (Mariah: why don't you?)
Gm      Eb    D        Gm
Love is gone, it's too late  (Mariah: The love is gone baby, it's too late)
Gm    Eb F D      Gm
Everything fades away
Gm                      Cm
Nothing ever stays the same
      D                      Gm
Baby, nothing ever stays the same


[Chorus: Mariah Carey]
Gm     Cm  D     Gm
Let it all fade away
Gm      Cm    D        Gm
Love is gone, it's too late (Mariah: The love is gone baby, it's too late)
Gm   Cm    D      Gm
Everything fades away (Mariah: Every, everything, fades away)
Gm                     Cm    D   G
Nothing ever stays the same, baby

[Instrumental]

G - G - Eb - Eb
G - G
[Outro: Mariah Carey]
Eb
It only fades, it only fades
Eb
Only fades, it only fades
G                      Eb
Baby don't tell me you miss me, you love me

                       It only fades, it only fades [*overlaps with above*]
Eb
Only fades, it only fades
G                      Eb
Baby don't tell me you miss me, you love me

                       It only fades, it only fades [*overlaps with above*]
Eb
Only fades, it only fades
G                      Eb
Baby don't tell me you miss me, you love me

                       It only fades, it only fades [*overlaps with above*]
Eb
Only fades, it only fades
G        [fades out]
Baby don't tell me you miss me