Songwriters: BAKER, CHRISTI/BAKER, SHARI/FEEK, RORY LEE

I don't have to put on make up, 
I don't have to do my hair. 
An'd when I open up that Hagen Daz, 
Well, I don't have to share. 
An' there's no one there to notice, 
If I gain a couple a-pounds: 
An' that's the upside of bein' down. 

Well, I've got twice the closet space, 
That I can fill up with new shoes. 
And I can paint the bedroom pretty pink, 
With lacy curtains if I choose. 
An' I won't have to deal with fishin' gear, 
Muddy boots laying round: 
That's the upside of being down. 

Days when I'm feelin' low, yeah, I got 'em: 
When my tears won't stop fallin' to the ground. 
But there's only one place left to go when you're at the bottom, 
An' that's the upside of being down. 

I can let my dog jump on the bed, 
An' curl up next to me at night. 
An' I don't have to lose an argument, 
'Cause now I'm always right. 
An' I can dance with who I want to, 
When I go out on the town: 
An' that's the upside of being down. 

Days when I'm feelin' low, yeah, I got 'em: 
When my tears won't stop fallin' to the ground. 
But there's only one place left to go when you're at the bottom, 
An' that's the upside of being down. 

Yeah, that's the upside of being down.