[Vince Gill, Pete Wasner]

The face of an angel; pretty eyes that shine
I lie awake at night wishing you were mine
I'm standing here holding the biggest heartache in town
Whenever you come around

Chorus:
I get weak in the knees; and I lose my breath
Oh I try to speak but the words won't come
I'm so scared to death
And when you smile that smile the world turns upside down
Whenever you come around

I feel so helpless; I feel just like a kid
What is it about you that makes me keep my feelings hid
I wish I could tell you, but the words can't be found
Whenever you come around

Repeat Chorus
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And when you smile that smile
The whole world turns upside down
Whenever you come around
Whenever you come around