If you should see me and I'm smiling Don't think my smile is for real No expression could explain How much my heart's in pain Since you left me here's how I feel My smile is just a frown Turned upside down Just a frown Turned upside down, yeah But each time when I'm alone Teardrops start to fall My tears erase the life that's on my face 'Cause it's really not a smile at all My smile is just a frown, yeah Turned upside down, yeah, yeah Just a frown Turned upside down Oh and if by chance you hear me laughing I only laugh to fool the crowd, just like Pagliacci did I'll keep my sadness hid And to do this I'll laugh, I'll lie My smile is just a frown, yeah Turned upside down I may look happy when smile But really all the while My smile is just a frown, yeah, yeah Turned upside down I may appear to wear a grin But really deep within My smile is just a frown, oh, oh