It's 3 a.m.
And I'm lying here next to you
What you gonna do?
Will you tell a story
When he asks you where the hell you've been
Or will you tell the truth

Oh, I ain't holdin' back
I know where I stand
I just wanna be with you
You gotta face the fact Baby I'm your man
I've gotta get it through to you
Yeah I'm fearless

You don't have to hide
You don't have to share half your life
With some other guy
Baby we're so strong
It's been goin'on so long
It's time to make it right
Want you to spend the night

But I ain't holdin' back
I know where I stand
I just wanna be with you
You gotta face the fact
Baby I'm your man
I've gotta get it through to you
And I'm fearless
Oh I'm fearless oh yeah

I just wanna ...yeah...I just wanna be with you

Aaooh I ain't holdin' back
I know where I stand
I just wanna be with you
You gotta face the facts
Baby I'm your man
I've gotta get it through to you
And I'm fearless
I ain't holdin' back
I know where I stand
(Yeah) I 'st wanna be with you
You gotta face the facts
Baby I'm your man
I've gotta get it through to you
And I'm fearless

I just wanna be with you (yeah)
I've gotta get it through to you
And I'm fearless