You look me in the eyes, and I could not see your disguise
I followed every caution that I knew, but now it's no surprise
That you can only talk the talk
And now there's nothing left for me to do

And I will never hold my breath cause I will only suffocate
And while I'm waiting, time is wasting
And I can only do my best to put another to the test
And while I'm waiting, you're just fading away

You followed me around and picked my heart right off the ground
You made me wanna be a better me, and then you turned your back
As if our time was all an act, I guess there's nothing left for me to see

And I will never hold my breath cause I will only suffocate
And while I'm waiting, time is wasting
And I can only do my best to put another to the test
And while I'm waiting, you're just fading away

All I could see is what you wanted me to see
All I could hear is what you would never say
All I could do is just go on without you anyway
Anyway I can today, while you're fading away

And I will never hold my breath cause I will only suffocate
And while I'm waiting, time is wasting
And I can only do my best to put another to the test
And while I'm waiting, you're just fading away