Intro: Cmaj9   Am7  Cm7   Am7 

Cm7                                     G
You’re all smiles and silly conversation
Cm7                                 G
As if this sunny day came just for you
Dm7                                                             Am7
You twist your hair, you smile and you turn your eyes away
                        Bm7
C’mon, tell me what’s right with you
Cm7                                       G
Now it dawns on me probably everybody’s talkin’
Cm7                                             G
And there’s something here I’m supposed to realize
Dm7                                                             Am7
'Cause your secret’s out, and the universe laughs at it’s joke on me
                        Bm7                     D       
I just caught it in your eyes, it’s a beautiful surprise 

Chorus:
G               G/B             C9
When did you fall in love with me?
        Am7                             Am7/D   D7
Was it out of the blue, 'cause I swear I never knew it
G               G/B             C9
When did you let your heart run free?
        Am7             E7
Have you been waiting long?
        Am7             D               C  G/B
When did you fall in love with me?
                        C               G
When did you fall in love?

Cm7                                                     G
Make your way over here, sit down by this fool, and let’s rewind
Cm7                                        G
C’mon, let’s go back and replay all our scenes
Dm7                                                           Am7
You can point out the hints, the clues, the twists and the smiles this time
                    Bm7     
All the ones that slipped by me
Cm7                                               G
I bet my face is red, and you can hear my heart poundin’
Cm7                                       G
Well I guess it don’t matter now that I realize
Dm7                                             Am7
'Cause baby I missed it then, but I can surely see you now
             Bm7                                
Right there before my eyes
             Cm7   
You’re my beautiful surprise

Chorus

        Cm7                             Bm7             Em7             
Was it at the coffee shop, Or that morning at the bus stop
                Am7                             D
When you almost slipped, and I caught your hand
                Dm7             G
Or the time we built the snowman
                Cm7
The day at the beach, sandy and warm
                Bm7             Em7
Or the night with the scary thunderstorm
        Am7                     D               Dm7                     G
I never saw the signs, Now we’ve got to make up for lost time
        C
And I can tell now by the way that you’re looking at me
                Bm7     Em7             Dm7     G       C       G
I’d better finish this song so my lips will be free

        Am7             E7              Am7             D
Have you been waiting long, when did you fall in love
I kept you waiting so long, when did you fall
Have you been waiting long, When did you fall in love with me
                                C9, G/B, G
When did you fall in love?