The song lyrics were written by the band Van Halen, as they were asked to write a song for the 1979 movie "Over the Edge" starring Matt Dillon. The movie (and the lyrics, although more obliquely) are about bored, rebellious youth with nothing better to do than get into trouble. If you see the movie, these lyrics will make more sense. It's a great movie if you grew up in the 70s/80s you'll definitely remember some of these characters from your own life. Fun fact, after writing the song, Van Halen decided not to let the movie use it.
Once riding in old Baltimore, head filled,
Heart filled with glee
I saw a Baltimore an keep looking straight at me
Now I was eight and very small
And he was no whit bigger
And so I smiled but he poked out his tongue and called me a nigger
I saw the whole of Baltimore from May until December
Of all the things that happened there
That's all that I remember
Who's so scared
When I was fourteen I took a bus to San Francisco
I was full of hope and joy till this girl called me a boy
But I was already on my way so frightened to be gay
Just like in 1942 (1492) the world screaming,
"Something's wrong with you, Jew"
Who's so scared
But what I discover,
Lover after lover
There's nothing wrong with me
That's just a lie by society
So I start looking at the world we have
And while it's not all bad,
There's a lot of room for improvement
People of color and the gay movement
Who's so scared
Won't you explain to me that pain of your life
Heart filled with glee
I saw a Baltimore an keep looking straight at me
Now I was eight and very small
And he was no whit bigger
And so I smiled but he poked out his tongue and called me a nigger
I saw the whole of Baltimore from May until December
Of all the things that happened there
That's all that I remember
Who's so scared
When I was fourteen I took a bus to San Francisco
I was full of hope and joy till this girl called me a boy
But I was already on my way so frightened to be gay
Just like in 1942 (1492) the world screaming,
"Something's wrong with you, Jew"
Who's so scared
But what I discover,
Lover after lover
There's nothing wrong with me
That's just a lie by society
So I start looking at the world we have
And while it's not all bad,
There's a lot of room for improvement
People of color and the gay movement
Who's so scared
Won't you explain to me that pain of your life
Lyrics submitted by SongMeanings
Who's So Scared Lyrics as written by Sonia Rutstein Countee Cullen
Lyrics © Warner Chappell Music, Inc.
Lyrics powered by LyricFind
Add your thoughts
Log in now to tell us what you think this song means.
Don’t have an account? Create an account with SongMeanings to post comments, submit lyrics, and more. It’s super easy, we promise!
More Featured Meanings
Light Up The Sky
Van Halen
Van Halen
Standing On The Edge Of Summer
Thursday
Thursday
In regards to the meaning of this song:
Before a live performance on the EP Five Stories Falling, Geoff states “It’s about the last time I went to visit my grandmother in Columbus, and I saw that she was dying and it was the last time I was going to see her. It is about realizing how young you are, but how quickly you can go.”
That’s the thing about Geoff and his sublime poetry, you think it’s about one thing, but really it’s about something entirely different. But the lyrics are still universal and omnipresent, ubiquitous, even. So relatable. That’s one thing I love about this band. I also love their live performances, raw energy and Geoff’s beautiful, imperfectly perfect vocals. His voice soothes my aching soul.
When We Were Young
Blink-182
Blink-182
This is a sequel to 2001's "Reckless Abandon", and features the band looking back on their clumsy youth fondly.
Magical
Ed Sheeran
Ed Sheeran
How would you describe the feeling of being in love? For Ed Sheeran, the word is “Magical.” in HIS three-minute album opener, he makes an attempt to capture the beauty and delicacy of true love with words. He describes the magic of it all over a bright Pop song produced by Aaron Dessner.
Head > Heels
Ed Sheeran
Ed Sheeran
“Head > Heels” is a track that aims to capture what it feels like to experience romance that exceeds expectations. Ed Sheeran dedicates his album outro to a lover who has blessed him with a unique experience that he seeks to describe through the song’s nuanced lyrics.