Lynn Drury acoustic guitar, Alex McMurray electric & rhythm guitars, Ivan Neville organ, Bill Malchow on piano, Carlo Nuccio on bass and drums, Bobby Campo on trumpet, Eric Traub tenor sax, Jason MIngledorf baritone sax -
horns arranged by Matt Perrine.

Lyrics

Smiley face flying through the air
so high
that i stare
it's flying so close to the edge of the atmosphere
And i cry 'cause i'm just a child and my smile has disappeared

but you won't ask me for nothing
so i try to give you everything i can, some sand for that sea you're drowning in
i cry 'cause I'm just a child and I'm feeling your pain

People say i look better when i smile
but you know it feels so good to cry
so i smile every once in a while
i cry 'cause i'm just a child and i'm trying to get it right.

Smile hanging there like a beacon in the air smile won't tell the truth
exposed to the wind exposed to the rain
i gave that smile to you.