Up...Sidedown...

Upsidedown, Upsidedown

My grades are down, from a's to b's

I'm way behind in history

I've lost myself in fantasies

of you and me together

I don't know why-iy-iy but dreamin's all I do

I won't get by-iy-iy on mere imaginations

Upsidedown, boucing off the ceiling

Insideout, stranger to this feeling

Got no clue, what I should do

oh I'll go crazy if I can't get next to you

My teacher says to concentrate

so what is that, I can't be that great

My A's and B's will have to wait

cuz I don't have forever

I wish that I-iy-iy could walk right up to you

each time I try-iy-iy the same old hesitation

Upsidedown, boucing off the ceiling

Insideout, stranger to this feeling

Got no clue, what I should do

oh I'll go crazy if I can't get next to you

to you

Somehow, some way, you will love me too

one day will be the day when all my dreams come to

hahahahahahah

Upsidedown yeah yeah yeah yeah

Upsidedown, boucing off the ceiling

Insideout, stranger to this feeling

Got no clue, what I should do

oh I'll go crazy if I can't get next to you

Upsidedown, boucing off the ceiling

Insideout, stranger to this feeling

Got no clue, what I should do

oh I'll go crazy if I can't get next to

and I'll go crazy if I can't get next to

and I'll go crazy if I can't get next to

YOU!