Matchbox 20 - 3 Am

She said it's cold outside and she hands me my raincoat
She's always worried about things like that
She said it's all gonna end and it might as well be my fault
And she only sleeps when it's raining
And she screams, and her voice is straining

She says baby..
It's 3 AM, I must be lonely
When she says baby,
Well I can't help but be scared of it all sometimes
And the rain's gonna wash away, I believe it

She's got a little bit of something, God it's better than nothing
And in her color portrait world she believes that she's got it all..
She swears the moon don't hang quite as high as it used to
And she only sleeps when it's raining
And she screams, and her voice is straining

She says baby..
It's 3 AM, I must be lonely
When she says baby, yeah, yeah,
Well I can't help but be scared of it all sometimes
And the rain's gonna wash away, I believe this

She believes that life isn't made up of all that you're used to
And the clock on the wall has been stuck at three for days, and days
She thinks that happiness is a mat that sits on her doorway, yeah,
But outside it's stopped raining..

Yeah well she says baby..
It's 3 AM, I must be lonely
Yeah, when she says baby, yeah, yeah,
Well I can't help but be scared of it all sometimes
And the rain's gonna wash away, I believe this
Well it's 3 AM, I must be lonely (I must be lonely)
Yeah, when she says baby,
Well I can't help but be scared of it all sometimes