Inside the pocket of a clown, Is a sad place to hang around,

Just watching smiles turn into frowns, inside the pocket of a clown.



Inside the heartache of a fool, you learn things they don't teach in school,

And lessons there can be real cruel, inside the heartache of a fool.



Hollow eyes, make a thin disguise, as little drops of truth,

fall from your eyes. (2 times)



Inside a memory from the past, lives every love that didn't last,

Sweet dreams can start to fade real fast, inside a memory from the past.



Its a real sad place to hang around, inside the pocket of a clown.