《upside down》的詞曲由小田一生、Ryan Beatty、Dean Felber、Blake Neely和Jeff R. Smith共同創作，歌曲由Ava Max和Drew Ryan莎士比作曲，歌詞內容主要描述愛情中的困惑和自我探索。
英文詞句如下：
Verse 1:
I'm looking up, but everything's upside down
I'm trying to find my balance, but I keep falling out
Chorus:
This love is like a merry go round
I'm chasing after it, but I'm never getting ahead
Verse 2:
I thought I had it, but now I'm so confused
Trying to figure out where I belong, and I can't figure it out
Bridge:
Maybe I'm lost, but I don't want to be alone
So I'm just gonna ride this out, and hope it gets better
Outro:
This love is like a rollercoaster, but I'm holding on, yeah.