This song reached number 2 on the US singles chart. It only reached number 64 as a single in the UK but it did reach number one in Canada. This was the second hit for the band ('Push' was the first). Rob Thomas wrote this one. At first listen it sounds like a guy singing about a quirky girl that he really likes. But where does the 3 A.M. come in. What does it mean? Thomas wrote this song about his mother. When he was 12 his mother was told by doctors that she had cancer and only 6 months to live. Six years later when he moved out of the house is mother was still alive and well. Seemed like a happy ending. Not really. Thomas says during this time his mother developed a care-free flippant attitude towards life. Not in a good way. She was going out to bars, partying, thinking 'why not, it could all end any time'. This was a very hard time for Rob Thomas. He felt alone, frustrated and was worried about her a lot. Thats where the song comes in. It mainly describes her newly misguided attitude toward life. What about the 3 A.M.? That is what time the bars usually closed. What do you think? You can comment below.