E                   A              E
You say you've got some very excellent news
    E                A            B
You say I'm going to die when you tell me
    A           B
And in my way I will
    E                      A
But though your words will kill
  F#m         A          C#m     B       A    A/Ab F#m E
I know you'll think that I don't seem to care


[Chorus]
     F#m             D
It's just because my frown
          E     A
Is upside down
            E       A
It's upside down my frown
          C#m   B
Is upside down


[Verse]
    E             A            E
I'm happy at your happiness as well
    E              A                    B
You anger makes me mad though you can't tell
  A               B
Believe me when I say
    E              A
I'm with you in my private way
    F#m        A         C#m       B        A  A/Ab F#m E
And though you think I'm trying to blow you off


[Chorus]
     F#m             D
It's just because my frown
          E     A
Is upside down
            E       A
It's upside down my frown
          C#m
Is upside down
   B              E
My frown's upside down


[Bridge]
A                                E
You'd probably like to give me a smack
F#                                  A                     B
But there's something about my face that always keeps you coming back


[Verse]
E                     A                  E
When I'm with you the landscape goes all weird
E                      A             B
Black is white and the rainbow has a beard
     A                B
Are your eyes playing tricks
   E                   A
Or should you get your glasses fixed?
      F#m     A          C#m      B     A   A/Ab F#m E
Well, I don't think your eyesight is to blame


[Chorus]
    F#m            D
The problem is my frown
          E     A
Is upside down
            E       A
It's upside down my frown
          C#m
Is upside down
   B              E     A
My frown's upside down
            E       A
It's upside down my frown
          C#m
Is upside down
   B              E
My frown's upside down