Upside-down
Boy, you turn me inside-out
And 'round and 'round
Upside-down
Boy, you turn me inside-out
And 'round and 'round

Upside, upside, upside, upside
Upside, upside, upside-side-side
Upside, upside, upside, upside
Upside, upside, upside-down

Upside-down
Boy, you turn me inside-out
And 'round and 'round
Upside-down
Boy, you turn me inside-out
And 'round and 'round

Upside-down, you're turning me
You're giving love instinctively
'Round and around, you're turning me
I say to thee, respectfully
Upside-down, you're turning me
You're giving love instinctively
'Round and around, you're turning me
I say to thee, respectfully
Upside-down, you're turning me
You're giving love instinctively
'Round and around, you're turning me
I say to thee, respectfully
Upside-down, you're turning me
You're giving love instinctively ('Round and around)
'Round and around, you're turning me
I say to thee, respectfully

Upside-down
Boy, you turn me inside-out
And 'round and 'round
Upside-down
Boy, you turn me inside-out
And 'round and 'round

Upside-down, you're turning me
You're giving love instinctively
'Round and around, you're turning me
I say to thee, respectfully
Upside-down, you're turning me
You're giving love instinctively
'Round and around, you're turning me
I say to thee, respectfully

Upside-down
Boy, you turn me inside-out
And 'round and 'round
Upside-down
Boy, you turn me inside-out
And 'round and 'round

Upside-down, you're turning me
You're giving love instinctively
'Round and around, you're turning me
I say to thee, respectfully
Upside-down, you're turning me
You're giving love instinctively
'Round and around, you're turning me
I say to thee, respectfully