We shuffled our faces
Laughing like fish
Really flip flappin'
We had not a wish
You said, "Look
The ceiling's down"
You said it five times
With that beautiful frown
Red leaves Red leaves  Red leaves
Swirling, across my lawn
Looking for a, a brain-away
I see you weaving What dost thou sew?
You look at the floor You say, "I really don't know"
Red leaves  Red leaves Red leaves
Whirling, across my lawn
(Shake, shake) (Shake, shake)
(Shake, shake) (Shake, shake)
(Shake, shake) (Shake, shake)
I asked my darlin'
Why she talks so slow
She said, "It's the mud above
And the stars below"
Red leaves Red leaves Red leaves
Swirling, across my lawn
Looking for, a brain-away
Red leaves Red leaves Red leaves Red leaves Red leaves Red leaves Red leaves Red leaves Red leaves