You say you've got some very excellent news you say I'm going to die, when you tell me and in my way I will but though your words will kill I know you'll think that I don't seem to care It's just because my frown, is upside down it's upside down, my frown, is upside down I'm happy that your happy this is well your anger makes me mad but you can't tell believe me when I say, I'm with you in my private way and though you think I'm trying to blow you off Its only that my frown, is upside down it's upside down, my frown is upside down, my frown's upside down You'd probly like to give me a smack but theres somethin about my face that always keeps you comin back When I'm with you the landscape goes all weird black is white n'the rainbow has a beard are your eyes playing tricks or should you get your glasses fixed? well I don't think your eyesight is to blame The problem is my frown, is upside down it's upside down, my frown is upside down, my frown's upside down It's upside down, my frown is upside down, my frown's upside down