Watch Out! is the sophomore studio album by Canadian post-hardcore band Alexisonfire, released on June 29, 2004 through Distort Entertainment. The album debuted at #6 on the Canadian Albums Chart, selling 6,000 copies in its first week. It was certified platinum in Canada in April 2007. The cover art for this album is based on the lyrics from "That Girl Possessed", and was illustrated by Justin Winstanley, a tattoo artist who has done many of Dallas Green's tattoos. Two songs from this album are covered by indie-rock band Moneen in a conjoined EP release, The Switcheroo Series: Alexisonfire vs. Moneen.
- "It Was Fear of Myself That Made Me Odd"
- "Side Walk When She Walks"
- "Hey, It's Your Funeral Mama"
- "No Transitory"
- "Sharks and Danger"
- "That Girl Possessed"
- "White Devil"
- "Get Fighted"
- "Happiness by the Kilowatt"
Japanese Edition Bonus TrackEdit
- "Sharks and Danger" (Extended Version)
- George Pettit - unclean vocals
- Wade MacNeil - lead guitar and backing vocals
- Chris Steele - bass guitar
- Dallas Green - rhythm guitar and clean vocals
- Jesse Ingelevics - drums
- Produced, Engineered and Mixed by Julius Butty
- Mastered by Brett Zilahi
- Art Concept and Illustrations by Justin Winstanley
- The song "Hey, It's Your Funeral Mama" is about go-karting.
- The song "White Devil" is about cocaine and the band's previous experiences with friends who used the drug.
- The song "That Girl Possessed" is about the girl played by Linda Blair in The Exorcist, and what she experienced during her possession.
- The songs "Happiness by the Kilowatt", "It Was Fear of Myself That Made Me Odd", and parts of "No Transitory" are based on short stories by Kurt Vonnegut from his collection entitled Welcome to the Monkey House. The stories are "The Euphio Question" / "More Stately Mansions", "Report on the Barnhouse Effect" and "Tomorrow and tomorrow and tomorrow", respectively.