You look good
But you don't look great
She's got you saying things on tape
You wouldn't tell your best of friends
You think this cycle never ends
Until you are old
It's sad, just how old you are
If you make it out alright
If you make it up for air
I promise you I won't go
Before the sun gets to rise
I'll ask this one more time
Will you have me in spite of her'

She has told you what she'd bring
You're entertained by lesser things
You've got to step it up a bit
Step it up a bit more until
You're sure there's nothing left inside
To hurt this pretty mind
'Cause pretty eyes will see right through you

She'll find out
She'll break down
Stop this now

If you make it out alright
If you make it out for air
I promise you I won't go
Before the sun gets to rise
I'll ask this one more time
Will you have me in spite of her'

You're barely breathing
You're barely breathing
You're barely breathing tonight (4x)
If you make it out alright
If you make it out for air
I promise you I won't go
Before the sun gets to rise
I'll ask this one more time
Will you have me in spite of her'