I saw you coming from a mile away
Trying to hide behind that pretty face
Bet my last dollar baby you been bruised
Poor little heart all black 'n' blue

Last thing you need's another pickup line
You must have heard them all a thousand times
God only knows what you been through
Believe me I been broken too

It aches, it breaks, it takes your breath away
I've been around that block a time or two

[Chorus:]
Baby, I don't want to fall in love with you
I try, try, try but I can't get around the truth
Please don't say my name, give this heart a break
I don't want to make the same mistake but it's too late
I'll leave on the light
These arms are open all night

I got your taste in the back of my mouth
I want to reach in and pull it out
And I'd be lying if I didn't say
When you're this close I'm afraid
Of the way I'll feel if I touch your hair
The way I'll miss you when you're not there
And that I'll see you when I close my eyes
It's too late, I've crossed that line

It breaks, it aches, it takes your breath away
I'll still be around come closing time

[Chorus:]
Baby, I don't want to fall in love with you
I try, try, try but I can only tell the truth
Please don't say my name, give this heart a break
I don't want to make the same mistake but it's too late
I'll leave on the light
These arms are open all night

[Guitar solo]

It's 2 am, it's last call, baby. The barkeep's gone, I'll walk you home now
Save me, baby

[Chorus:]
Baby, I don't want to fall in love with you
I try, try, try but I can only tell the truth
Please don't make me beg, give this heart a break
I don't want to make the same mistake but it's too late
I'll leave on the light
These arms are open all night