on santa monica
there's a store that sells trees plants and more
a big green forest on the pavement
right next to the needle exchange

the people walking by
their paths may cross
but none know why
the streets are littered
leaves and rubber
left from last night
now uncovered

and how can i be down
when smiling faces all around say
how can i be down
when smiling faces all around say
smile smile smile

the billboard shows her face
a pretty girl all lines erased
she's cynical and strange
we'll never know just what's the case

why's she so skinny
is she flakey
did she wake up feeling shakey
from a late night with musicians
trying out some new positions

and how can i be down
when smiling faces all around say
how can i be down
when smiling faces all around say
smile smile smile
smile smile smile
smile smile smile...