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Billy was a friend who lived along the Rio Grande.
When he was younger one time he rode with an outlaw band.
Billy settled down and turned his back on crime.
He bought a little house and married Caroline.

One day while riding through Waco I was surprised.
The poster said Billy was wanted dead or alive.
Someone told me the Rangers were gonna ride.
So I headed south and tried to save his life.

I told him you gotta ride.
Billy you gotta ride.
If you don't get out of Texas boy you're gonna die.
So kiss Caroline and tell her goodbye.
Don't look back 'cause you won't leave if you see her cry.

Billy saddled up to ride on into Mexico.
I said when things settle down I'll bring her to you
in a month or so.
There really aint nothing else that I can do.
It's hard to outrun a past that's chasing you.

You gotta ride,
Billy you gotta ride.
If you don't get out of Texas boy you're gonna die.
So kiss Caroline and tell her goodbye.
Don't look back 'cause you wont leave if you see her cry.

Six nights later Billy tried to sneak back into town.
But a sharp shootin' Texas Ranger cut him down.
I ran into the street and I held him as he died.
When I heard his last words I hung my head and cried.

He said "I tried, I really tried.
But without her there aint no difference between dead and alive.
So tell her goodbye,
Tell her don't cry.
Will you tell her she was the only love in my life."