When you're alone
And life is making you lonely
You can always go dOWNTOWN
When you've got worries
All the noise and the hurries
Seems to help, i know dOWNTOWN

Just listen to the music
Of the traffic in the city
Linger on the sidewalk
Where the neon signs are pretty
How can you lose?
The lights are much brighter there
You can forget all your troubles
Forget all your cares so go dOWNTOWN
Things'll be great when you're dOWNTOWN
No finer place for sure dOWNTOWN
Everything's waiting for you

OR YOU CAN GO uptotwn each everning
TO MY TENEMENT uptown where folks
Don't have to pay much rent
And when you're there with me

YOU CAN SEE that you're everything
The world is sweet it's at your feet
If you're uptown

Don't hang around
And let your problems surround you
There are movie shows dOWNTOWN
Maybe you know some little places
To go to where they never close dOWNTOWN
And you will find somebody
Who will help and understand you
Someone who is just like you
And needs a helping hand to guide them along

So maybe i'll see you there
We can forget all our troubles
Forget all our cares and go

Copyright: BMG Rights Management, Cloud9, Downtown Music Publishing, Royalty Network, Warner Chappell Music, Inc.
Writer(s): DOROTHY HEYWARD, DU BOSE HEYWARD, GEORGE GERSHWIN, IRA GERSHWIN