Think I'll go and pack my bags
And leave tomorrow morn
Take the pictures off the wall
California's warm
You know this town is beautiful
But I've been here much too long
Don't know why I'm hangin round
Guess that I've been dreamin

This town is just too small
And there's not that much to do
I just entertain myself by singin songs of you
I've been missin someone that I've never really had
Got to pick the pieces up, stop all this pretendin

Once upon a time I thought we made it
Once upon a time I thought you cared
Oh how I believed that you were mine
But that was once upon a time

Silence can be louder than
Your simple nursery rhymes
Can't sing under water
Can't stop the hands of time
Yesterday was today's tomorrow in disguise
And I can't stop you from changin
Guess that I'll be leavin

Once upon a time I thought we made it
Once upon a time I thought you cared
Oh how I believed that you were mine
But that was once upon a time