[Intro: Jay Sean]
Baby, are you down, down, down, down, down?
Down, down
Even if the sky is fallin' down
Down, down (Ooh-ooh-ooh)

[Verse 1: Jay Sean]
You oughta know
Tonight is the night to let it go
Put on a show
I wanna see how you lose control

[Pre-Chorus: Jay Sean]
So leave it behind
'Cause we have a night to get away
So come on and fly with me
As we make our great escape

[Chorus: Jay Sean]
So baby, don't worry
You are my only
You won't be lonely
Even if the sky is fallin' down
You'll be my only
No need to worry
Baby, are you down, down, down, down, down?
(Down, down)
Baby, are you down, down, down, down, down?
(Down, down)
Even if the sky is fallin' down
[Verse 2: Jay Sean]
Just let it be
Come on and bring your body next to me
I'll take you away, hey
Turn this place into our private getaway

[Pre-Chorus: Jay Sean]
So leave it behind
'Cause we have a night to get away
So come on and fly with me
As we make our great escape
So why don't we run away?

[Chorus: Jay Sean, with Lil Wayne]
Baby, don't worry (Away)
You are my only (Oh-ooh)
You won't be lonely (No)
Even if the sky is fallin' down
You'll be my only (Yeah)
No need to worry (No)
Baby, are you down, down, down, down, down?
(Down, down) Woo!
Baby, are you down, down, down, down, down?
(Down, down) Mmh, you down?
Even if the sky is fallin' down
[Verse 3: Lil Wayne]
Like she 'posed to be, she gets down low for me
Down like her temperature, 'cause to me she's zero degree
She cold, over-freeze, I got that girl from overseas
Now she my Miss America, now can I be her soldier, please?
I'm fightin' for this girl on the battlefield of love
Don't it look like Baby Cupid sendin' arrows from above?
Don't you ever leave the side of me, indefinitely, not probably
And honestly, I'm down like the economy
Yeah!!

[Chorus: Jay Sean, Lil Wayne, Both]
Baby, don't worry
You are my only
You won't be lonely (Whoa!)
Even if the sky is fallin' down (Down, down, babe)
You'll be my only (No-ooh)
No need to worry (No-ooh)
Baby, are you down, down, down, down, down? (And the sky is fallin' down)
(Down, down) Mmh, down (Down, down)
Baby, are you down, down, down, down, down? (Are you down, are you down too?)
(Down, down) Ooh, no-ooh, and the sky is fallin' down
Even if the sky is fallin' down

[Outro: Jay Sean, Lil Wayne]
Ooh, no-ooh, and the sky is fallin' down
C3