She says it's cold outside and she hands me my raincoat
She's always worried 'bout things like that
She says it's all gonna end and it might as well be my fault
She only sleeps when it's rainin'
And she screams and her voice is strainin'

And she says, 'Baby, it's 3 a.m. I must be lonely'
When she says, 'Baby
Well, I can't help but be scared of it all sometimes
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
She only sleeps when it's raining
And she screams and her voice is straining

And she says, 'Baby, it's 3 a.m. I must be lonely'
And when she says, 'Baby
Well, I can't help but be scared of it all sometimes
The rain's gonna wash away, I believe it'

You know I believe it

She believes that life is made up of all that you're used to
And the clock on the wall has been stuck at 3 for days
She thinks that happiness is a mat that sits on her doorway
And outside it's stopped raining

She says, 'Baby, it's 3 a.m. I must be lonely'
And when she says, 'Baby
Well, I can't help but be scared of it all sometimes
The rain's gonna wash away, I believe it'

It's 3 a.m. I must be lonely'
And when she says, 'Baby
Well, I can't help but be scared of it all sometimes
The rain's gonna wash away, I believe it'