Lyrics of Upside-down world

Ernie: hey, bert!
Come fly with me in an upside-down world!

(bert: whaaa!)

There's so many strange things to see! (laugh)
There's upside-down people who walk down the street
With upside-down shoes on their upside-down feet
In an upside-down world

(bert: ernie!!)

In an upside-down world

(bert: ernie, i don't feel so good)

Ernie: whee!
It's fun to be in an upside-down world
There's fish that fall out of the sea

(bert: uh oh!)

There's upside-down clocks that make everyone late!

(bert: aaah!)

Upside-down food that won't stay on your plate
In an upside-down world (laugh)
In an upside-down world!

There's upside down everything all over town
It all looks so funny that i've got to frown
'cause a frown is a smile when it's turned upside-down
In an upside-down

(bert: what side down?)

Ernie: upside-down world.

Spoken:
Ernie: hey, bert, how'd you like to take over the controls?

Bert: no! no! never in a million years!

Ernie: yeah, bert, it's really easy!

Bert: no! no!

Ernie: hey, bert, i'm going to trade places with you!

Bert: what?? what, no, ernie!

*sound of airplane listing to one side badly*

Bert: *laugh* hey, ernie, this is fun! *laugh*

Ernie: we don't have time for fun now, bert! we've gotta find big bird!

Bert: oh!

Sung:
Ernie: there's upside-down everything all over town
It all looks so funny, that i've got to frown
'cause a frown! is a smile! when it's turned upside-down!
In an upside down, what side down?, whoops side down, oops side down, what side down, upside down woooooorld!!!!!

Spoken:
Ernie: oh no, i think you've lost him, bert!

Bert: i've lost him???

Ernie: yeah, while you were singing, bert!

Bert: but ... you were singing too, you always do this to me!

Ernie: why don't you just turn the plane around?

Bert: you, you, you drive it!!

Ernie: would you just turn the plane around?

*fading voices*