(Verse 1) Three a.m. ceiling tile, ticking like a bomb, Trying to be a peaceful guy, trying to stay calm. Mom told me count sheep if my brain won't shut its eyes, So I picture woolly bastards leaping through the skies. One fluffy jumper, two fluffy guys, Three woolly idiots staring at the size Of the infinite cosmos—wait, did that sheep just fly? Right past Orion’s belt and straight into the eye Of a super-massive black hole? There goes number four! Now he’s orbiting Jupiter, what are we counting for?! (Pre-Chorus) (Wait, lost count!) (Was that four or five?) How am I supposed to sleep when the pasture's come alive? (Are the stars counting me?) (Is the galaxy keeping score?) I can’t stop! I gotta count a million things or more! (Refrain) Oh, woolly little rockets shooting outward to the moon, I started out a-sleeping, now I’m having a cartoon. ~*!⚡%#~ (Call-and-Response Interlude) (Hey! Who’s that?) Counting dust motes on the fan! (Why are you doing that?) Because I gotta, man! (How many cracks in the drywall?) Forty-seven, fifty-eight! (Stop counting!) I can't stop, the universe is staying up too late! (Chorus) Now the sheep are shooting meteors across the Milky Way, And every single star I count is telling me to pay Attention to the math of my own racing, twitchy brain, Where nothing makes a lick of sense and sanity's insane! I’m counting how many times my own eyelids blink, I’m counting the atoms of moisture in the sink, The sheep are multiplying like a virus in the fleece, And every time I count 'em up, my quiet starts to cease! (Bridge / The Creepy-Funny Spiral) Five thousand and twelve floorboards groaning in the hall... Five thousand and thirteen shadows creeping up the wall... They’re counting on me! (Who's counting on you?) The numbers! They're depending on my brain to stay awake, If I stop counting now, the whole dimension’s gonna break! There are spiders on the ceiling wearing tiny little hats, Counting all my bad decisions like a parliament of cats! One brain cell! Two brain cells! Going down the drain! Somebody unplug the calculator inside my brain! [instrumental break] (Final Message / Outro) Look at all the numbers! Look at all the fleece! I wanted fifty winks and now I'm piezas-to-pieces! (Did you fall asleep?) No, I'm counting up the dust! (Are the sheep coming back?) They’re exploding into stardust! (Lock the window!) Count the meteors! I am officially losing my mind at three o'clock!