[2x:]
Oh, oh, oh...Oh...Oh...Oh, oh...

You walk and talk like you're some new sensation
You move in circles, you don't need an invitation
You spend your money, you can get no satisfaction
You play it right so you can get the right reaction

It won't be long my darling
Pick up the phone, nobody's on it
Where are your friends now baby
All of the ones supposed to be there for...

[Chorus:]
You...! (you...!)
When you're falling down
The world starts spinning out,
You...! (you...!)
When you're falling down
Now it's not all about,
You...! (you...!)
When you're falling down,
You know I'll be around...
When you're falling down, falling down!

You're falling down, you're falling down... You're falling down

What's out of place when you look into the mirror?
The truth is blurry but the lies are getting clearer
Your eyes are fixed, your smile is so elastic
You gave me roses but they're all just made of plastic

It won't be long my darling
Pick up the phone, nobody's on it
Where are your friends now baby
All of the ones supposed to be there for...

[Chorus:]
You...! (you...!)
When you're falling down
The world starts spinning out,
You...! (you...!)
When you're falling down
Now it's not all about,
You...! (you...!)
When you're falling down,
You know I'll be around...
When you're falling down, falling down!

Smile for the camera, everybody's looking at ya!
Smile for the camera, 'cause they're all about to trash ya
Smile for the camera, camera...(camera!)
Smile for the camera..
Who's gonna catch ya?

You...! (you!)

[Chorus:]
You...! (you...!)
When you're falling down
The world starts spinning out,
You...! (you...!)
When you're falling down
Now it's not all about,
You...! (you...!)
When you're falling down,
You know I'll be around...
When you're falling down, falling down!

Smile for the camera, everybody's looking at ya!
Smile for the camera, 'cause they're all about to trash ya