Now those might be the saddest, Big 'ol baby blues I ever seen. How did I know, you'd been cryin'? Baby, you got make-up runnin' down your cheek. You're just a Queen lookin' for a crown, Lost when you stumbled over some silly clown. Take that frown, Turn it upside down, 'Cause you never know who might be, Fallin' in love with your smile. A broken heart that's on the mend, Takes a little time, I realise. An' right now you wouldn't know, True love if it looked you in the eye.
Girl, I did my best; I really tried to make you grin. An' before I say goodbye, I'm gonna tell you again. Take your frown, Turn it upside down, Oh, you never know who might be, Fallin' in love with your smile. [Instrumental Break] Take your frown, An' turn it upside down, Oh, you never know who might be, Fallin' in love with your smile. Those might be the saddest, Big 'ol baby blues I ever seen.