Don't Fade on Me [Alternate Take]

Tom Petty & the HeartbreakersTom Petty & the… 

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Tom Petty & the Heartbreakers

Tom Petty and the Heartbreakers (alternately styled Tom Petty & The Heartbreakers) is an American rock band from Gainesville, Florida. Formed in 1976, the band originally comprised Tom Petty (lead singer, guitar), Mike Campbell (lead guitarist), Ron Blair (bass guitar), Stan Lynch (drums), and Benmont Tench (keyboards). The band largely maintained this lineup, with a few exceptions. In 1981, Blair, tired of the touring lifestyle, left the band. His replacement, Howie Epstein, stayed with the band for the next two decades. In 1991, Scott Thurston joined the band as a multi-instrumentalist—mostly on rhythm guitar and second keyboards. Blair returned to the Heartbreakers in 2002, the year before Epstein's death. In 1994, Steve Ferrone replaced Lynch on drums. Th… more »

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One, two, three, four
I remember you so clearly
The first one through the door
I return to find you drifting
Too far from the shore

I remember feeling this way
You can lose it without knowing
You wake up and you don't notice
Which way the wind is blowing

Don't fade
Don't fade on me

You were the one who made things different
You were the one who took me in
You were the one thing I could count on
Above all you were my friend

So don't make me feel a stranger
And don't make me feel a fool
Don't make me an outlaw
You said there were no rules

Don't fade
Don't fade on me

Well your clothes hang on a wire
And the sun is overhead
But today you are too weary
To even leave your bed

Was it love that took you under?
Or did you know too much?
Was it something you could picture?
But never could quite touch?

Don't fade
No, don't fade on me

Don't fade
No, don't fade on me

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