"Upside Down" is a song by English recording artist Paloma Faith from her debut studio album, Do You Want the Truth or Something Beautiful? (2009). It was released in the United Kingdom on 15 March 2010, by Epic Records as the fourth single from the album. "Upside Down" was written by Faith, Andrew Nicholas Love, Jos Hartvig Jorgensen and Belle Sara Humble, and it was produced by Love and Jorgensen. The song received mixed reviews from critics. "Upside Down" reached a peak position of fifty-five in the UK chart. The music video was directed by Chris Sweeney, who previously directed the video for Faith's third single, "Do You Want the Truth or Something Beautiful?".

"Upside Down" was described as "a real crowd favourite at Paloma's live gigs" before its release. Faith performed the song on Simon Mayo's BBC Radio 2 show on 18 January 2010 and became Scott Mills' 'Record of the Week' on BBC Radio 1. "Upside Down" was released by Epic Records on 15 March 2010. The song was accompanied by the B-side "Technicolour".

Before the single was released, Mayer Nissim from Digital Spy said ""Upside Down" backs up Faith's claim to have absorbed influences from the pre-rock 'n' roll era, mixing up a '50s dancehall vibe with her ever-present soul croon.". Charles Decant of Ozap called the single "the more playful title on the album".

Paul English of the Daily Record gave the single four stars. He commented "If they remade Roger Rabbit, Paloma would be Jessica and this would be on the soundtrack. A post-Winehouse jive-time workout, this perky number from the Burlesque-influenced Londoner is begging to be danced to by men with trilby hats and spats. The dominant Faith continues..."

A reporter for the Huddersfield Daily Examiner was less positive towards the song saying "Sets off like some surreal nursery rhyme and never seems to mature that much." While a writer from the Liverpool Echo deemed it one of the worst releases of the week, saying "what it lacks in complexity, lyrics and any real meaning it makes up for in catchiness."

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