All those times when,

i was down and you picked me up, off of the ground

and i see your face and everything's okay.



When i'm alone you don't hesitate to pick up the phone,

and you always, know just what to say.



I'm going down, i'm going no where, without you.

I'm going down, i'm going no where, without you.



Maybe now you'll, understand just what i think,

how i feel, my words are true,

this time is for real



we try to watch the things that change,

sum things that change, are for the best,

i hope you see, im not like the rest



I'm going down, i'm going no where, without you.

I'm going down, i'm going no where, without you.



Things just seem better, when your around

your smiling face, never hits a frown

cuz i lost you once, never again,

cuz your my girl, and my best friend



I'm going down, i'm going no where, without you.

I'm going down, i'm going no where, without you.