The song was co-written by Zac Brown and Wyatt Durette. The duo have penned together most of Zac Brown band's hit singles. According to the As She's Walking Away Songfacts, the song was inspired by a real life experience when Durette saw a pretty girl in the bar but didn't approach her and when she left he kicked himself for not speaking to her. Read more on Last.fm.

Greatest Hits So Far...

Intro  D     Bm7   G     A     x2


Verse 1
    D                              Bm7
We never spoke a word, but every thought she had 
                         G     A Asus A
I heard from across the room 
             D                               Bm7
If we were standin' face to face I couldn't find the words 
               G               A Asus A
To say give me one more move 
        G              A             G                   A
I don't even know her name, I guess foolish pride's to blame


Chorus 
          D                        D7
Now, I'm fallin' in love as she's walkin' away
        Bm7                 F#              G                    A
And my heart won't tell my mind to tell my mouth what it should say
 D                                  D7
May have lost this battle, live to fight another day
        Bm7 A   G                              Gm
Now I'm fallin' in love as she's walkin' away


Interlude   D     Bm7   G     A     x2


Verse 2
          D                           Bm7
Wise man next to me did say 'bout the one that got away
        G                    A
Son, I missed my chance 
           D                            Bm7
Don't you let regret take place of the dreams you have to chase
     G               A
Ask her to dance, go on, son
           G                 A              G                  A
You might fall down on your face, roll the dice and have some faith


Chorus
          D                        D7
Don't be fallin' in love as she's walkin' away
           Bm7                   F#                G                    A
When your heart won't tell your mind to tell your mouth what it should say
 D                                  D7
May have lost this battle, live to fight another day
         Bm7 A   G                               Gm
Don't be fallin' in love as she's walkin' away 


Solo   D    Bm7  Bm  F#  G   A  D    D7    Bm  F# |A   D 


           G                 A              G                  A
You might fall down on your face, roll the dice and have some faith
 
          D                        D7
Don't be fallin' in love as she's walkin' away
           Bm7                   F#                G                    A
When your heart won't tell your mind to tell your mouth what it should say
 D                                  D7
May have lost this battle, live to fight another day
         Bm7 A    Bm7 A       Bm7 A       G                      G   
Don't be fallin', fallin' in, fallin' in love as she's walkin' away


Outro  (G)   Gm  Bm7  E G  Gm  D

(Capo on 1)

Intro.:  | (C) | (C) | (Am) | (Am) | (F) | (F) | (G) | (G) | x 2

We never (C)spoke a word, but every (Am)thought she had I heard from across the (F)room (G)
If we were (C)standin' face to face
I couldn't (Am)find the words to say give me (F)one more move (G)aa
I don't (F)even know her (G)name, I guess (F)foolish prides to (G)blamee-

(Chorus)
Now, I'm (C)fallin' in love as she's walkin' away
And my (Am)heart won't tell my (E)mind to tell my (F)mouth what it should (G)say
(C)May have lost this battle, live to fight another day
Now I'm (Am)fall-(Em/B)in' (C)in (F)love as she's walkin' away (Fm)

Inst.:  | (C) | (C) | (Am) | (Am) | (F) | (F) | (G) | (G) | x 2

Wise man (C)next to me did say 'bout the (Am)one that got away
Son, I (F)missed my change (G)
Don't you (C)let regret take place of the (Am)dreams you have to chase
Ask (F)her to dance, go on, (G)son
You might (F)fall down on your (G)face, roll the (F)dice and have some (G)faith

(Chorus)
Don't be (C)fallin' in love as she's walkin' away
When your (Am)heart won't tell your (E)mind to tell your (F)mouth what it should (G)say
(C)May have lost this battle, live to fight another day
Don't be (Am)fallin' in (F)love as she's walkin' away (Fm)

Inst.:  | (C) | (C) | (Am) | (Am) | (Am) | (E) | (F) | (G) |
        | (C) | (C) | (C) | (C) | (Am) | (E) | (G) | (C)

You might (F)fall down on your (G)face, roll the (F)dice and have some (G)faith

(Chorus)
Don't be (C)fallin' in love as she's walkin' away
When your (Am)heart won't tell your (E)mind to tell your (F)mouth what it should (G)say
(C)May have lost this battle, live to fight another day
Don't be (Am)fallin', fallin' in, fallin' in (F)love as she's walkin' away

Outro.:  | (F)  | (Fm) (G) | (Am)  | (D) (Am) | (F)  | (Fm) (G) | (C) -----

As She's Walking Away

Verse 1:
           B
I'm going back to the time when we owned this town
      E
Down Powder Mill Lane, in the battlegrounds
C#m        B                   G#m  B     F#
We were friends and lovers and clueless clowns


Verse 2:
                      B       
I didn't know I'd be finding out now I was torn from you
         E
When we thought about things we were gonna do
C#m      B                    G#m B  F# 
We were wide eyed dreamers and wiser too


Chorus:
               E              B 
Go down to the rides on East Parade,
        G#m                   F#
by the lights of the Palace Arcade
                    E                     G#m   F#   
Watch night coming down on the Sovereign Light Café


Verse 3:
                          B
I'm begging you for some sign, but you've still got nothing to say
        E
Don't turn your back on me, don't walk away
C#m     B                   G#m  B   F#
I'm a better man now than I was that day


Chorus:
                      E              B 
Let's go down to the rides on East Parade,
        G#m                   F#
by the lights of the Palace Arcade
                    E                     G#m   F#   
Watch night coming down on the Sovereign Light Café

                 E               B
Go down to the bandstand on the pier
           G#m                    F#
Watch the drunks and the lovers appear
                      E                     G#m   F#     
Take time, just the stars at the Sovereign Light Café


Bridge:
   E        B           F#
I wheel my bike off the train,
        F#
Up the North Trade Road,
 E        B             F# 
Look for you on Marley Lane
                          G#m
In every building, every streetlight
                   E               F#  G#m  B  F#
Oh why did we ever go so far from home?


Verse 4:
                        B
You keep on leaving me mile long traces of who you are
         E
You can get a big house and a faster car
C#m      B                    G#m   B  F#
You can run away boy, but you won't go far


Chorus:
                      E              B
Let's go down to the rides on East Parade,
        G#m                   F#
by the lights of the Palace Arcade
                    E                     G#m   F#   
Watch night coming down on the Sovereign Light Café

                    E                B
Stroll down to the bandstand on the pier
           G#m                    F#
Watch the drunks and the lovers appear
                     E                      G#m   F#
Take time, just the stars at the Sovereign Light Café 

      E            B    G#m
La la la la la la la la Yeah, 
     F#                      E       B   F#
I'm going where the people know my name


Outro:
E B G#m F#
E B G#m F# B

Sovereign Light Cafe

strumming pattern
D-DUD-D

F,G,C,Em7

mmmmm mmmm mmmm 

F                    G
Work, work, work, work, work, work. He said me haffi
C                   Em7
Work, work, work, work, work, work! He see me do mi
F                     G
Dirt, dirt, dirt, dirt, dirt, dirt! So me put in
C                   Em7
Work, work, work, work, work, work. When you ah guh
F                        G
Learn, learn, learn, learn, learn Meh nuh cyar if him
C                   Em7
Hurt, hurt, hurt, hurt, hurting


[Verse 1: Rihanna]

F              G
Dry! ...Me a desert
C                 Em7
Nuh time to have ya lerkin'
F                        G
Him ago act like him nuh like it
C                           Em7
You know I dealt with you the nicest
F                        G
Nuh body touch me in the righteous
C                     Em7
Nuh botha, text me in a crisis 
           F                    G
I believed all of your dreams, adoration
            C                    Em7
You took my heart and my keys and my patience
            F                        G
You took my heart on my sleeve for decoration
                C                          Em7
You mistaken my love I brought for you for foundation
           F             G
All that I wanted from you was to give me
C            Em7
Something that I never had
F                   G
Something that you've never seen
C                     Em7
Something that you've never been!
F     G
Mmmmm!
      C                          
But I wake up and act like nothing's wrong
D
Just get ready fi...


[Hook: Rihanna]
F                    G
Work, work, work, work, work, work. He said me haffi
C                   Em7
Work, work, work, work, work, work! He see me do mi
F                     G
Dirt, dirt, dirt, dirt, dirt, dirt! So me put in
C                   Em7
Work, work, work, work, work, work. When you ah guh
F                        G
Learn, learn, learn, learn, learn Meh nuh cyar if him
C                   Em7
Hurt, hurt, hurt, hurt, hurting
F             G
Ner ner ner ner ner ner!
               C           Em7
When you a guh ner ner ner ner ner ner!
                  F                 G
Before the tables turn turn turn turn turn turn!
C             Em7
Beg you something please


[Verse 2: Rihanna]

F            G
Baby don't you leave
               C                 Em7
Do''t leave me stuck here in the streets, 
   F                  G
uh huh If I get another chance to
       C                Em7
I will never, no never neglect you
      F                         G
I mean who am I to hold your past against you?
       C                    Em7
I just hope that it gets to you
  F           G
I hope that you see this through
  C                      Em7
I hope that you see this true
F          G
What can I say?
       C          
Please recognize I'm tryin', baby!!!
 Em7
I have to


[Hook: Rihanna]

F                    G
Work, work, work, work, work, work. He said me haffi
C                   Em7
Work, work, work, work, work, work! He see me do mi
F                     G
Dirt, dirt, dirt, dirt, dirt, dirt! So me put in
C                   Em7
Work, work, work, work, work, work. When you ah guh
F                        G
Learn, learn, learn, learn, learn Meh nuh cyar if him
C                   Em7
Hurt, hurt, hurt, hurt, hurting


[Verse 3: Drake]

N.C.
Yeah, okay
F        G        C                   Em7
You need to get done, done, done, done at work, come over
F               G
We just need to slow the motion
C                   Em7
Don't give that away to no one
F            G
Long distance, I need you
C                          Em7
When I see potential I just gotta see it through
F                        G
If you had a twin, I would still choose you
C                           Em7
I don't wanna rush into it, if it's too soon
      F      G               C              
But I know you need to get done, done, done, done
   Em7
If you come over
F            G
Sorry if I'm way less friendly
C                    Em7
I got n____s tryna end me,
F G           C                 Em7
oh,     I spilled all my emotions tonight, I'm sorry
F               G
Rollin', rollin', rollin', rollin', rollin'
C                                Em7
How many more shots until you're rollin'?
F              G
We just need a face to face
C                    Em7            F
You could pick the time and the place
               G
You spent some time away
C                Em7
Now you need to forward and give me all the...


[Hook: Rihanna]

F                    G
Work, work, work, work, work, work. He said me haffi
C                   Em7
Work, work, work, work, work, work! He see me do mi
F                     G
Dirt, dirt, dirt, dirt, dirt, dirt! So me put in
C                   Em7
Work, work, work, work, work, work. When you ah guh
F                        G
Learn, learn, learn, learn, learn Meh nuh cyar if him
C                   Em7
Hurt, hurt, hurt, hurt, hurting

mmm mmm mmm..


[Outro: Rihanna]

work work work work work work

F G C D
F G C D

Work

Intro: C D C D (x2)


C D
Si es que no puedes hablar
C D
no te atrevas a volver
C D
si te quieres ocultar
C D
tal vez te podria ver
Em D C G C
y el amor que no sabe a quien y que
G C
hablará si tu verdad
Em F
te abrazara otra vez

Em C
Habla si puedes
G C
grita que sientes
Em C
dime a quien quieres
G C
y te hace feliz

C D


C D
Si no puedes escuchar
C D
aunque insistas hablaré
C D
si lo quieres mírame
C D
y tus ojos hablaran tal vez
Em D C G C
sentiras el amor e iras tras el
G C
hablaras si tu verdad
Em F
te abrazará otra vez

Em C
Habla si puedes
G C
grita que sientes
Em C
dime a quien quieres
G D
y te hace feliz
Em C
habla si puedes
G C
grita si temes
Em C
dime a quien quieres
G D
y te hace feliz


Em G C G
.(CUERDAS)... abrazaméeeeeeeee..
C Em F
quiero despertarme y entender

Em C
habla si puedes
G C
grita si temes
Em C
dime a quien quieres
G D
y que haces aquì
Em C
habla si puedes
G C
grita que sientes
Em C
dime a quien quieres
G C
y te hace feliz
G C
y te hace feliz

C D
(fin)

Habla si puedes

LA RE
Jo et duré a casa si fa mal temps
MI FA#m
Jo t’empararé si un cas tens por
SIm MI
Jo te cuidaré si estàs malalta
RE LA
De tot cor, de tot cor
RE REm LA
De tot cor

MI RE DO#m-SIm-LA

FA#m DO#m
Estic a punt d’anar-me’n
RE LA RE
Mes abans de partir et diré
REm LA
Que et duc dins es pensament

FA#m DO#m
No deix de recordar-te
RE LA RE
I alen els teus alens tot calents
REm SIm MI
De lluny i de prop me tens


Jo et duré...

FA#m DO#m
I a dalt de s’escenari
RE LA RE
Quan estic concentrat cantant
REm MI
Jo sempre te tenc present

FA#m DO#m
Perquè m’ets necessari
RE LA
Com s’aire que respir
RE REm SIm MI
Necessit estar amb tu en tot moment


Jo et duré... ( bis )

De tot cor

(Chorus)
G
You xxxx X xxx'x smile xxxx xxx
Em
X can't xxxxx xxxxxxx xxx
Am7
I xxx'x xxxxx xxx X xxx'x sing
D7
I'm xxxxxxx xx xxxx xx xx xxxxxxxx
(1st Verse)
G
You xxx X xxxx xxx xxxx xxx'xx sad
Em
X feel xxxx xxxx xxx'xx glad
Am7
If xxx xxxx xxxx xxxx X'x xxxxx through
D7                              G Em G Em
X just xxx'x xxxxx without xxx
(2nd verse)
G
You xxxx along xxxx xxxx x song
Em
Xxx brightened xx xxx
Am7
Whod've xxxxxxxx xxxx xxx xxxx xxxx xx x dream
                  D7
Xxx xx xxx xxxxx light xxxxx xxxx
(Chorus)
         G 
Xxx now xxx xxx X xxx'x smile xxxx xxx
Em
X can't xxxxx xxxxxxx xxx
Am7
I xxx'x xxxxx xxx X xxx'x sing
D7                          Eb
I'm xxxxxxx xx xxxx xx xx anything
(3rd Verse)
Ab
You xxx X xxxx xxx xxxx xxx'xx sad
   Fm
X feel xxxx xxxx xxx'xx glad
Bbm
If xxx xxxx xxxx xxxx X'x xxxxx through
Ebm
X just xxx'x xxxxx
Ebm                                 Ab               C#
Now xxxx xxxxxx xxx happiness xxxxx so xxxx xxxx xx find
C#m                                         Eb     E
Well, X'x xxxxxxx xx xxxx xxxxxxx xxxx xxxx behind me
A
And xxx xxx X xxx'x smile xxxxxxx xxx
F#m
X can't xxxxx xxxxxxx xxx
Bm
X xxx'x laugh xxx X xxx'x sing
E
X'x finding xx xxxx xx xx xxxxxxxx
Bb
You xxx X xxxx xxxx xxxx xxx'xx glad
Gm
X feel xxx xxxx xxx'xx sad
Cm
If xxx xxxx knew xxxx X'x xxxxx through
F
X just xxx'x smile xxxxxxx xxx

Can't Smile Without You

Intro: Em  A  Em  A

       Em               A                Em                   
 A
Verse: Be on my side or be on your side, there is no reason for you to hide,
       Em                 A
       Its so hard for me stayin' here all alone, when you could be takin'
       A                Em                                             A
       Me for a ride... She could drag me, over the rainbow, send me away


        G     D         A    G  D          A
Chorus:  Down by the ri-ver,  I shot my ba-by

 Em        A
 Ooh, Ooh, shot her dead


Verse 2:You take my hand I'll take your hand, together we may get away,

        This must madness is too much sorrow, its impossible to make it

        today... She could drag me, over the rainbow, send me away


(Chorus)

(Verse 1)

Down By The River

[intro x2]
A  E  D A

A                                        E
when there's no place you feel at home
              D                               A
and you think you'd be better off alone
A                                          E
when you think there's no reason to try
               D                           A
and you hate yourself and wanna die

A                                      E
when you're filled with anxiety
             D                   A
and everyone's your enemy
A                                        E
when you wish you were someone else
                 D                        A
and you wanna go out and kill yourself

[chorus]

E D                 A
ooh you're overreacting

(you can change your mind)
E D                A
ooh you're overreacting

(take your time)


A                       E
when you get yourself depressed
                      D                   A
because you think you can't do your best
A                                         E
when you write yourself a stupid song
           D                        A
to remind yourself that you forgot

[chorus]

E D                 A
ooh you're overreacting

(you can change your mind)
E D                A
ooh you're overreacting

(take your time)


[BRIDGE]
# chords x2:
A  E  D  A

A|------------------------------------------------------|
E|-0-2--------------------------------------------------|
C|------------------------------------------------------|
G|-----2-4-2---2-4-2-1---1-1-2-2-1-2-4-2-1-22-----------|     x2



[chorus]

E D                 A
ooh you're overreacting

(you can change your mind)
E D                A
ooh you're overreacting

Overreacting

Intro: D-A-Bm-Em-A  x4

         D                 A                          
I'll confess tonight your all thats on my mind
        Bm            A                   D
I know these roof top nights could last forever.
              A                            Bm
we watched the seasons change, we saw the distance pull us away,
           A
from all we shared together.

D                       A
Right now is all we have you better make this count
Bm                       A
these are the moments i wish i could forget you.

D                            A                                          Bm
I think back to the nights I looked into your bright green eyes and you said,
    Em    A
lets run away.
D                             A                             Bm
its 9am the sun wont rise for 3 more hours pacific time you said
    Em    A
lets run away.

play intro  x2

D                    A
I picked apart every word that you said
  Bm                              A
I dissected each sentence but kept coming up empty
D                         A
the way you are leaves me counting the days
        Bm                            A
till the next time this distance will be a memory


D                        A        
Right now is all we have you better make this count
Bm                     D
these are the moments i wish i could forget you.


D                            A                                          Bm
I think back to the nights I looked into your bright green eyes and you said,
     Em   A
lets run away.
D                            A                              Bm
its 9am the sun wont rise for 3 more hours pacific time you said
     Em   A
lets run away.

D-A-Bm-A

where have you been


                                                                        Bm
I think back to the nights I looked into your bright green eyes and you said,
     Em   A
lets run away.
D                            A                                          Bm
I think back to the nights I looked into your bright green eyes and you said,
     Em   A
lets run away.
D                            A                              Bm
its 9am the sun wont rise for 3 more hours pacific time you said
     Em   A
lets run away


American Dream 

G Bm Em A
Well everybody's lookin' for something they can't find,
Walking straight ahead blind-folded production line,
Only taking time for one type of shoe-shine.
Don't look left/right now you got a street fine.
Everybody lookin' for just a little more.
Working late-nights trying to fight off the day glow.
Waiting for the come-around but it is a no show.
Driving in the fast lane lookin' for the slow-mo...

C D A
Oh whats in store I don't know anymore.
Oh what's inside 'cos I can't hide from it no more.
Oh what you see well it's not me anymore.
Oh I don't know well I don't know man anymore because 

G Bm Em A
I tell you once I tell you twice, gonna be a long time
But you don't take no one's advice, gonna be a long time you,
Where were you, you weren't listenin', gonna be a long time
Gonna be a long time.

G Bm Em A
So now you're face down, face lookin like a frying pan.
Hitting up the clubs trying to feel like a real man.
Beating your chest just like you're King Kong but you're just a gui-tar no-string no-song.
Feeling free like ya don't even know it, man you're towing the line hoping you just don't blow it.
Man ya stuck in the mainframe trying to win the big game so much potential it even makes it more of a shame, shame, shame...
Here we go again, same old shit just another name.
Looking at the destiny there in your palm,
But now you got your strings but you got no song.
So sing, sing, sing - shake it like a chicken wing.
It's not what you get it's about what you bring-bring-bring.
So bring it, bring it to the table, not because you have to 'cos you're willing and you're able!

C D A
Oh what's in store I don't know anymore.
Oh what's inside 'cos I can't hide from it no more.
Oh what you see well it's not me anymore.
Oh I don't know, I don't know anymore because 

G Bm Em A
I tell you once I tell you twice, gonna be a long time.
But you don't take no one's advice, gonna be a long time.
You, where were you, you weren't listening, gonna be a long time.
Gonna be a long time.

Gonna Be A Long Time

C#
There's a portrait
     Ab
In a back room
           F#
Which I'll keep for days upon
          C#
Which I relent 
              B
And gaze for hours on
    Bbm                  F#
The muscle, skin and bone
         Ab
Of some imaginary friend

F# Ab F#

        C#
So how about it 
        Ab
Show me please 
           F#
How I will look in twenty years
           C#
And let me please 
          B
Interpret history 
       Bbm        F#
In every line and scar 
               Ab                  
That's painted there in front of me

F# Ab F# Ab F# Ab

           C#
It doesn't matter
         Ab
What I'm thinking
       F#
What I tell myself to do
         C#      F#
I end up calling

       C#
I stay in to
                   Ab
Defrost the fridge
        F#
Now the kid has gone to bed
             C#
A feeling of dread
              B         
At least when she's around
    Bbm
The trouble's there
     F#                        Ab
It's worse to wake up with her falling 'round the room

F# Ab F# Ab F# Ab

       C#
Listen Johnny
              F#
You're like a mother
       C#                     F#
To the girl you've fallen for
                 C#
And you're still falling

       C#
Listen Johnny
              Ab
You're like a mother
       F#
To the girl you've fallen for
                 C#
And you're still falling

            B
And if they come tonight
       Bbm
You'll roll up tight
     F#             Ab
And take whatever's coming to you next (oh, oh oh oh)

 F# Ab to end.

As She's Walking Away

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