VERSE 1 I SHOULD'VE LEFT IT AT, HOW YA DOIN I SHOULD'VE LEFT IT AT, LIKE YOUR MUSIC TOO, AND I SHOULD'VE NEVER CALLED YOU BACK WHEN YOU PURSUED ME I SHOULD'VE NEVER GIVEN YOU MY F@?**'N TWO WAY I SHOULD'VE NEVER LISTENED TO YOUR WOEFUL STORIES THE ONES I'M SURE YOU TOLD A THOUSAND TIMES BEFORE ME YOU SHOULD'VE NEVER INTIMATED WE WERE LOVERS WHEN YOU KNOW VERY WELL WE NEVER EVEN TOUCHED EACH OTHER
CHORUS 1 WHO'S GONNA LOVE YOU WHEN IT ALL FALLS DOWN, AND WHO'S LOVE YOU WHEN YOUR BANKROLL RUNS OUT WHO'S GONNA CARE WHEN THE NOVELTY'S OVER WHEN THE STAR OF THE SHOW ISN'T YOU ANYMORE NOBODY CARES WHEN THE TEARS OF A CLOWN FALL DOWN--- NOBODY CARES WHEN THE TEARS OF A CLOWN FALL DOWN
VERSE 2 I BREAK IT TO YA DELICATELY, DUNNY TAKIN MY G5 TWENTY MINUTES WASN'T NOTHIN BUT I GUESS YOU WOULDN'T THAT'S THE WAY I ROLL CONSEQUENTLY NOW YOUR EGO'S FULLY OVERBLOWN YOU DON'T WANT THE WORLD TO KNOW THAT YOU'RE JUST A PUPPET SHOW AND THE LITTLE BOY INSIDE OFTEN SITS AT HOME ALONE AND CRIES, CRIES, CRIES, CRIES (BOO HOO….WHO?)
CHORUS 2 WHO'S GONNA LOVE YOU WHEN IT ALL FALLS DOWN, AND WHO'S GONNA LOVE YOU WHEN YOUR BANKROLL RUNS OUT (WHEN YOUR BANKROLL RUNS OUT) WHO'S GONNA CARE THE NOVELTY'S OVER WHEN THE STAR OF THE SHOW ISN'T YOU ANYMORE NOBODY...(NOBODY...) NOBODY
BRIDGE YOUR PAIN IS SO DEEP ROOTED WHAT WILL YOUR LIFE BECOME SURE YOU HIDE IT BUT YOU'RE LOST AND LONESOME STILL JUST A FRAIL SHOOK ONE
CHORUS 3 WHO'S GONNA LOVE YOU WHEN IT ALL FALLS DOWN, AND (TELL ME WHO'S LOVE YOU? WHO? I'D LIKE TO KNOW) WHO'S GONNA LOVE YOU WHEN YOUR BANKROLL OUT (IF YOU DIDN'T HAVE NOTHING) WHO'S GONNA CARE WHEN THE NOVELTY'S OVER (WHO-WHO'D STILL BE THERE) WHEN THE STAR OF THE SHOW ISN'T YOU ANYMORE (NOBODY, NOBODY, NOBODY OH) NOBODY CARES WHEN THE TEARS OF A CLOWN (THERE AIN'T NOBODY BABY) FALL DOWN ----(BULLIES IN THE SCHOOLYARD)
(WHEN THEY FALL THEY FALL HARD) NOBODY CARES WHEN THE TEARS OF A CLOWN (YEAH.... SO YOU BETTER THINK TWICE BETTER PLAY NICE) FALL DOWN (BETTER THINK TWICE BETTER PLAY NICE)
(CAUSE WHO'S GONNA BE THERE)
4 WHO'S GONNA LOVE YOU WHEN IT ALL FALLS DOWN, AND (WHEN THE JOKES ON YOU) WHO'S GONNA LOVE YOU WHEN YOUR BANKROLL RUNS OUT (A MARIONETTE SHOW) WHO'S GONNA CARE WHEN THE OVER (WHO'S MAKIN YOU MOVE THOUGH) WHEN THE STAR OF THE SHOW ISN'T YOU ANYMORE (I KNOW WHAT KILLS YOU SLOW) NOBODY CARES WHEN THE TEARS OF A CLOWN (I'M GONNA KEEP YOUR LITTLE SECRET THOUGH, MMMM HMMMM) FALL
(AND YOU KNOW THAT I KNOW) NOBODY CARES WHEN THE TEARS OF A CLOWN (YOU'RE NO SUPERHERO) FALL DOWN---- (I GUESS YOUR MAMMA NEVER TOLD YOU THAT WHAT GOES AROUND COMES BACK AROUND...POW)