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!