It ain't in a high rise looking for a good time shutting down the city lights

It ain't in the water floating like a bobber soaking up that hot sunshine

As good as it gets, no that ain't where it is.

It's at 2 a.m. when she's reachin' over

Faded t-shirt hanging off her shoulder

Dressed up, her hair down, in a ball cap

Yep yep, as long as I get that

Sweet little something late night kiss

On a plane or a train or way back in the sticks

I swear, if she's there, that's where

Yep yep, that's where it's at.

It ain't in a suped-up shiny red new truck, if she ain't to my right

It ain't in a dive bar, tall can of pbr, poppin' tops rockin' all night

As good as it gets, no that ain't where it is.

It's at 2 a.m. when she's reachin' over

Faded t-shirt hanging off her shoulder

Dressed up, her hair down, in a ball cap

Yep yep, as long as I get that

Sweet little something late night kiss

On a plane or a train or way back in the sticks

I swear, if she's there, that's where

Yep yep, that's where it's at.

No, it don't matter wherever we're at (no...)

No, it don't get no better than that.

It ain't in a suped-up shiny red new truck, if she ain't to my right.

It's at 2 a.m. when she's reachin' over

Faded t-shirt hanging off her shoulder

Dressed up, her hair down, in a ball cap

Yep yep, as long as I get that

Sweet little something late night kiss

On a plane or a train or way back in the sticks

I swear, if she's there, that's where

Yep yep, that's where it's at.

Yeah, that's where it's at

Yep, yep

2 a.m. when she's reachin' over

Faded t-shirt hanging off her shoulder

(That's where it's at)