Oh, I look up and see an airplane flying, yes I do!
Well, I look down and see my foot and then I see my shoe!
I look up and see the sky,
I look down and see the ground,
I look at you and sing a song about up and down.

Oh, I look up and see a birdie flying gigh and free!
Well, I look down and then the sidewalk is what I see!
I look up and see the sky,
I look down and see the ground,
I look at you and sing a song about up and down.

Oh, I look up and see the ceiling and there's
One thing more,
Oh, I look down and see the rug and then I see the floor!
I look up and see the sky,
I look down and see the ground,
I look at you and sing a song about up and down.
Up and down! Up and down!