(intro)
up...side down
(upside down)
upside down
(verse 1)
my grades are down
from a's to d's
i'm way behind in history
i've lost myself in fantasies
of you and me together
i don't know why-yi-yi
but dreamin's all i do
i won't get by-yi-yi
on mere imagination
(chourus)
upside down
bouncin' off the ceiling
inside out
stranger to this feeling
got no clue what i should do
i'll go crazy if i can't get next to you
to you
(verse 2)
my teacher said to concentrate
so what his name is peter the great
kings and queens will have to wait
'cause i don't have forever
i wish that i-yi-yi
could walk right up to you
each time i try-yi-yi
the same old hesitation
(chorus)
upside down
bouncin' off the ceiling
inside out
stranger to this feeling
got no clue what i should do
i'll go crazy if i can't get next to you
to you
(break)
somehow someway
you will love me to
one day will be the day
when all my dreams come true
up.......side down
oooohh yeah yeah yeah yeah
(chorus)
upside down
bouncin' off the ceiling
inside out
stranger to this feeling
got no clue what i should do
i'll go crazy if i can't get next to you
upside down
bouncin' off the ceiling
inside out
stranger to this feeling
got no clue what i should do
i'll go crazy if i can't get next to you
i'll go crazy if i can't get next to you
i'll go crazy if i can't get next to you