I met her in a diner
somewhere near Chesapeak Falls
She wanted to ride with me
to get away from these walls
so we went outside
the county lines
escaping everything
but billboard signs
she showed her love to me
and now I'm thrall
'cause dead leaves fall

i was somewhere near Tulsa
when i thought of her again
i was in a junk yard
waiting on a train
when the distant whistle
turned to a refrain
and the tempo began
in the form of rain
and i wanted to return to her
but then felt the pall
'cause dead leaves fall

but wouldn't you know it
somewhere near Holbrook
i was caught in a snag
something like a fishhook
she was staning there
and it was only one look
but with those big green eyes
that's all it took
but i said i couldn't stay
and that was all
'cause dead leaves fall

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