[Intro: 2Pac]
There's gon' be some stuff you gon' see
That's gon' make it hard to smile in the future
But through whatever you see
Through all the rain and the pain
You gotta keep your sense of humor
You gotta be able to smile through all this bullshit
Remember that!
Mmm, yeah, keep ya head up! Yeah

[Verse 1: 2Pac]
Our lifestyles be close-captioned, addicted to fatal attractions
Pictures of actions be played back in the midst of mashin'
No fairy tales for this young black male
Some see me stranded in this land of hell, jail, and crack sales
Hustlers hardly think of culture
Or the repercussions while bustin' on backstabbin' vultures
Sellin' my soul for material wishes, fast cars, and bitches
Wishin' I live my life a legend, immortalized in pictures
Why shed tears? Save your sympathy
My childhood years were spent buryin' my peers in the cemetery
Here's a message to the newborns waitin' to breathe
If you believe, then you can achieve: just look at me!
Against all odds, though life is hard we carry on
Livin' in the projects, broke with no lights on
To all the seeds that follow me, protect your essence
Born with less, but you still precious; just smile for me now!
[Hook]
Oh smile, oh won't you smile for me?
(Oh won't you smile for me?)
(Just smile for me now)
Oh won't you smile for me
(Smile)
(What you lookin' all sad for?
N***a, you black, smile for me now)
(All you gotta do is smile)
Oh won't you smile for me
(You ain't got nothin' to be worried about)
(No doubt, smile for me now)
(I want you to smile)
Oh won't you smile for me
(And the next generation)

[Verse 2: Scarface]
Now, as I open up my story, with the blaze of your blunts
And you can picture thoughts slowly, up on phrases I wrote
And I can walk you through the days that I done
I often wish that I could save everyone, but I'm a dreamer
Have you ever seen a n***a who was strong in the game
Overlookin' his tomorrows, and they finally came?
Look back on childhood memories, and I'm still feelin' the pain
Turnin' circles in my 9th grade, dealin' cocaine
Too many hassles in my local life, survivin' the strain
And a man without a focus, life could drive him insane
Stuck inside a ghetto fantasy hopin' it change
But when I focus on reality we broke and in chains
Had a dream of livin' wealthy and makin' it big
Over football chose to cook raw, wouldn't take but I did
And after all my momma's thankin' God for blessin' the child
All my momma gots to do now is collect it and smile; smile!
[Hook]
Oh, won't you smile for me
(Smile for me now)
Oh, won't you smile for me
Oh, won't you smile for me
Oh, won't you smile for me

[Verse 3: 2Pac]
Fuck the world, as we unloading, witness furious speeds
Unanswered questions keep us all stressin', curious G's
Backstabbed and bleedin'
Crooked thoughts laced with weed, learnin'
Duckin' stray shots, bullets be hot, they burnin'
Inhale the sherm smoke, visualize the flames
Will I be smothered by my own pain?
Strange whispers, cowards conversate, so quick to diss us
Takin' pictures for the feds in desperate hopes they'd get us
Hit us all, give us plenty centuries
Forgive my sins, since I entered many penitentiaries
The best revenge is "Fuck friends!" – we military minded soldiers
Bustin' shots blindly, tryin' to find Jehovah
To help me, somebody save me, lost and crazy
Scared to drop a seed hopin' I ain't cursed my babies
Maybe now n***as feel me now, picture my pain
Embrace my words, make the world change
And still I smile, n***a

[Outro]
Oh, won't you smile for me
(Sometimes you gotta let it feel good)
Oh, won't you smile for me
(Smile for me now)
Oh, won't you smile for me
(Oh, smile)
Oh, won't you smile for me
(Smile for me now)
(You know keep ya head up)
Oh, won't you smile for me
(Hey, keep ya head up)
Oh, won't you smile for me
(Oh, keep ya head up)
Oh, won't you smile for me
(2Pac and Scarface keep ya head up)
Oh won't you smile for me
Oh, won't you smile for me