(up-up-side-side-down, down, down)
VERSE 1:

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-y-y but dreaming's all I do
I won't get by-y-y on mere imagination

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 cant get next to you
(To you)

VERSE 2:

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-y-y 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 can't get next to you

BRIDGE:

Somehow, someday
You will love me too
One day, will be the day
When all my dreams come true

(girl laughs)
(up, upside down yeah yeah yeah yeah)

CHORUS:

Upside down bouncin' off the ceiling
inside out, stranger to this feeling,
got no clue what I should do
And I go crazy if i can't get next to (repeat)

And I go crazy if I can't get next to you...