A
Uuuuup  Upside Down
Upside Down
A       D
Upside Down 
 
     A         D        A      E
My grades are down from A's to D's
     A     D       A    E
I'm way behind in history
   A      D       A    E
I lost myself in fantasies
    D            Bm E  
Of you and me together
C#m           F#m              D               E    
I don't know why - I - I but dreaming's all I do
C#m          F#m       D         Bm E  
I won't get by-I-I on mere imagination

A       D 
Upside down
 A                E
Bouncing off the ceiling
A      D 
Inside out
   A              E
Stranger to this feeling
 A       D       E         A
Got no clue what I should do
    D                   Bm        E       A  D A E    A D A E            
But I'll go crazy if I can't get next to you      to you
 

    A       D       A      E
My teacher says to concentrate
     A        D        A          E
So what- his name was Peter the Great
     A         D           A       E
The kings and queens will have to wait
    D               Bm  E 
Cuz I don't have foree-ver
C#m          F#               D                E    
 I wish that I - I - I could walk right up to you
C#m            F#m         D            Bm E  
 Each time I try- I-I the same old hesitation
A       D 
Upside down
 A                E
Bouncing off the ceiling
A      D 
Inside out
   A              E
Stranger to this feeling
 A       D       E         A
Got no clue what I should do
    D                   Bm        E       A  D A E    A D A E            
But I'll go crazy if I can't get next to you      to you  
 
 C#m      F#m          
Somehow  someday 
 C#m              F#m
You will love me too
Bm            E              D                    E 
One day will be the day when all my dreams come true
 
Hahahaha   A  D  Bm  E        A  D Bm E
                      Upside down      ceeling yeah yeah
 
A       D 
Upside down
 A                E
Bouncing off the ceiling
A      D 
Inside out
   A              E
Stranger to this feeling
 A       D       E         A
Got no clue what I should do
    D                   Bm        E      B              
But I'll go crazy if I can't get next to you
 
B       E 
Upside down
 B                F#
Bouncing off the ceiling
B      E 
Inside out
   B              F#
Stranger to this feeling
 B       E       F#        B
Got no clue what I should do
    E                   C#m       F#                  
But I'll go crazy if I can't get next to
    E                   C#m       F#                  
But I'll go crazy if I can't get next to
    E                   C#m       F#      B              
But I'll go crazy if I can't get next to you