(Upside down Inside out)
(Upside down Inside out)
My grades are down from A's to D's
I'm way behind in history
I lost myself in fantasies
Of you and me together
I don't know why - I - I but dreaming's all I do
I won't get by-I-I on mere imagination
Upside down
Bouncing off the ceiling
Inside out
Stranger to this feeling
Got no clue what I should do
But I'll go crazy if I can't get next to you
(Upside down Upside down)
To you
(Upside down Upside down)
My teacher says to concentrate
So what- his name was Peter the Great
The kings and queens will have to wait
Cause I don't have forever
I wish that I - I - I could walk right up to you
Each time I try- I-I the same old hesitation
Upside down
Bouncing off the ceiling
Inside out
Stranger to this feeling
Got no clue what I should do
But I'll go crazy if I can't get next to you
(Upside down Upside down)
To you
(Upside down Upside down)
Somehow someday
You will love me too
One day will be the day when all my dreams come true
(Upside down Inside out)
Upside down
Bouncing off the ceiling
Inside out
Stranger to this feeling
Got no clue what I should do
But I'll go crazy if I can't get next to you
(Upside down)
Bouncing off the ceiling
(Inside out)
Stranger to this feeling
Got no clue what I should do
But I'll go crazy if I can't get next to you
(Can't get next to you)
Can't get next to you
(Can't get next to you)
Can't get next to you
(Upside down)