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)