[Verse 1]
Well, she said, "It's cold outside" and she hands me my raincoat
She's always worried 'bout things like that
Well, she said, "It's all gonna end and it might as well be my fault"

[Pre-Chorus]
And she only sleeps when it's rainin'
And she screams and her voice is strainin'

[Chorus]
And 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"

[Verse 2]
Well, she's got a little bit of somethin' and, God, it's better than nothin'
And in her color portrait world, she believes that she's got it all, oh
She swears the Moon don't hang quite as high as it used to

[Pre-Chorus]
And she only sleeps when it's rainin'
And she screams (And she screams) and her voice is strainin'

[Chorus]
And she says, "Baby
When it's 3 AM, I must be lonely"
Well, yeah, when she says, "Baby," ah yeah, yeah
"Well, I can't help but be scared of it all sometimes
And the rain's gonna wash away, I believe, yes"
[Bridge]
Well, 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 rainin'

[Chorus]
Yeah, but she says, "Baby
Well, it's 3 AM, I must be lonely"
Yeah, when she says, "Baby," ah 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)
Well, yeah, when she says, "Baby
Well, I can't help but be scared of it all sometimes"