Don't tell her that you want her 
Don't ask her to be yours 
Don't tell her she is everything 

Or she might see the fool behind the frown 
And then the heart behind the fool 

Don't tell her that you need her 
Don't tell her that you care 
Don't ask her to hold you 

Or she might see the fool behind the frown 
And then the heart behind the fool 

Behind the cool, there's a dreading that 
Someday she'll betray you 
Someday she will dispose of 
All her photographs of you 

So don't tell her when you're lonely 
Don't tell her when you're blue 
Don't tell her she means everything to you 

So don't tell her that you need her 
Don't tell her that you care 
Don't ask her to hold you 

Or she might see the fool behind the frown 
And then the heart behind the fool