[Written by Teddy Randazzo and Bobby Weinstein]

Well, I think I'm goin' out of my head
Yes, I think I'm goin' out of my head
Over you, Over you
I want you to want me,
I need you so badly
I can't think of anything but you

And I think I'm goin' out of my head
Yes, I think I'm goin' out of my head
Over you, Over you

I see you  each morning
But you just walk past me
You don't even know that I exist

Goin' out of my head over you
Out of my head over you
Out of my head  day and night
Night and day and night
Wrong or right 

I must think of a way Into your heart
There's no reason why
My being shy Should keep us apart
And I think I'm goin' out of my head
Yes, I think I'm goin' out of my head

Goin' out of my head over you
Out of my head over you
Out of my head  day and night
Night and day and night, Wrong or right 
Night and day and night
Wrong or right, day or night
Everyday, every, every day