FADE AWAY^©

Alternate mix

Well now you say you've found another man who does things to you that I can't
And that no matter what I do it's all over now between me and you girl
But I can't believe what you say
No I can't believe what you say
'Cause baby

I don't wanna fade away
Oh, I don't wanna fade away
Tell me what can I do what can I say
'Cause darlin' I don't wanna fade away

Well now you say that you've made up your mind
It's been such a long, long time since it's been good with us
And that somewhere back along the line you lost your love and I lost your trust
Now rooms that once were so bright are filled with the coming night
Oh darlin'

I don't wanna fade away
Oh, I don't wanna fade away
Tell me what can I do what can I say
'Cause darlin' I don't wanna fade away

You say it's not easy for you, and that you've been so lonely
While other girls go out doing what they want to do
You say that you miss the nights when we'd go out dancing
The days when you and I walked as two
Well girl I miss them too, oh I swear that I do
Oh girl

Now baby I don't wanna be just another useless memory holding you tight
Or just some other ghost out on the street to whom you stop
And politely speak when you pass on by, vanishing into the night
Left to vanish into the night
No baby

I don't wanna fade away
Oh girl, I don't wanna fade away
Tell me what can I do what can I say
'Cause darlin' I don't wanna fade away

No darlin', I don't wanna fade away
No, I don't wanna fade away
Tell me what can I do what can I say
Oh darlin' I don't wanna fade away

Don't make me darling
I don't wanna fade away
Don't make me darling
I don't wanna fade away
No, I don't wanna fade away
I don't wanna fade away
Oh, I don't wanna fade away

The above lyrics refer to the same take as the official track, but has only some minor mix variations (read below). It is available on The Definitive River Outtakes Volume 2 bootleg. Check also the live 31 Dec 1980 version.

Liner notes on The Definitive River Outtakes Volume 2 bootleg booklet:

Another alternate mix, which the studio engineer identifies as vocal take 19, with the composite fade from take 17.