Lay me down in a room all by myself tonight
Don't make a sound,
As I turn my head and dry my eyes
That's right
Oh, that is right

Rapid eye movements every place I stare
And deny every person that just seems that they don't care
Oh, they don't care

(Chorus)

And take me down to a special place
As I dream eyes will race
Don't wake me up, I'm in a maze
You've got to get out of this phase
I know that you'll sing this song to help me get to sleep
I know that my problem lies in counting all the sheep
I know that you'll place your hand upon my rapid eyes
I know that my movements make my tears so small and dry!

Not a sound I haven't slept that much in many nights
Hit the ground they're coming faster
See the brightened lights
Oh, the brightened lights
(Bright bright lights)

Waking up I can't remember dreaming much at all
Reach my cup the water seemed to dry and look so small
Oh, look so small
(Look so small)

(Chorus)