[Verse 1: Terry Kath]
Walking through the fog on a cold, cloudy night (Yes, I am)
Looking through the smog that surrounds the morning light, yeah
The shades of brown, it gets me down, exactly like my life
I don't deserve this hand I'm dealt; a flush in spades of strife, yeah

[Verse 2: Terry Kath]
I'm tired of speeches that are nothing but a bore (Baby doll)
So I'm rounding up my broken things, heading on out that door-oh-oh
Without no lag, I've packed my bag of discontented frowns
And hopping number eighty-six, the first train that is freedom bound

[Chorus: Bandmates, Terry Kath]
Uptown, yeah
Uptown, gonna get it all out
Uptown
Uptown, inside my brain
Uptown
Uptown
Uptown
Uptown

[Bridge: Terry Kath]
Got my bag of many frowns and I'm taking it on uptown, yeah
Takin' it on up, yeah, yeah, yeah, yeah
Talkin' 'bout a
Big city lights
Funkier nights, baby
Happier days
Are going my way
It should be right
But I'm still uptight
Time I better put down
And get moving on, hey, tell me 'bout a
[Guitar Solo]

[Pre-Chorus: Terry Kath]
I'm through with the aggravation
Don't deserve this degradation
I'm putting all those negatives down
To hop the train that's freedom bound

[Chorus: Bandmates, Terry Kath]
Uptown, yeah, gonna get it
Uptown, gonna do it all night
Uptown, man, help me
Uptown, move on, get down
Uptown, yeah, ooh
Uptown, yeah, help me moving on
Uptown, good job
Uptown, inside my brain