"Turn You Inside Out" as written by and Peter Buck Bill Berry....
Divide your cultured pearls in haste
I'm looking for to lay to waste
Of all the things I cannot taste
And this is not the racy race, they spoke loud

(I believe in what you do)
(I believe in watching you)
(I believe in what you do) it's what you do
(I believe in watching you)

I could turn you inside-out
What I choose not to do
I could turn you inside-out
What I choose not to do

Given the choice
Given the heart
Given the tool
Given the word
Given the cheers

(I believe in what you do)
(I believe in watching you)
(I believe in what you do) it's what you do
(I believe in watching you)

(I believe in what you do)
(I believe in watching you) I, I, I, I, I

I could turn you inside-out
What I choose not to do
I could turn you inside-out
What I choose not to do

I believe in what you do
I believe in watching you
I believe in what you do (given the choice)
I believe in watching you (given the heart)
I believe in what you do (given the tool)
I believe in watching you (given the word)
I believe in what you do (given the cheers)
I believe in watching you

I could, I

I could turn you inside-out
What I choose not to do
I could turn you inside-out
What I choose not to do

Given the choice
Given the heart
Given the tool
Given the word
Given the cheers
Given the cheers
Given the choice
Given the choice
Given the choice


Lyrics submitted by jhines0042

"Turn You Inside-Out" as written by Peter Buck Bill Berry

Lyrics © Warner/Chappell Music, Inc., Universal Music Publishing Group

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Turn You Inside Out song meanings
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8 Comments

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  • +2
    My InterpretationTo me, it's like a person in a relationship realising that they have a hold over the other person and wondering if they should use that hold for their own advantage. Almost using it as a comfort blanket (what I choose not to do."

    The parts sung by Mike Mills are a reply to Stipe's assertions of control from the other half of the relationship.
    CollapseIntoNowon December 26, 2010   Link
  • +2
    General Commentalso, what he chooses not to do may be his sexual fantasies that he'd like to pursue, but cannot for some reason
    casabonon August 27, 2011   Link
  • +1
    General CommentI think the narrator is in a troubled relationship. Maybe it's failed and over. He really is in love (I believe in what you do, I believe in watching you), so he withdraw into the lover, like if he's losing touch with himself and his abilities. He has some great qualities and possibilites (hence the "given the.." part), but he can't really face leaving or misplacing the lover, 'cause he's so smitten. But sometimes, when he's hurt, he has to find himself thinking about the fact that he actually has some great powers and abilities to make it on his own. He can be mad at her, and just feel and be stimulated by the fact that he knows that he can "turn you inside-out", which I see as a raw power. It's not necessarily a physical thing, but more like a mental possesion. He know that he is better, but the love keeps him down, so he has to grab the positive moments where he convince himself that he can make it afterall.
    Low Feedbackon January 10, 2008   Link
  • 0
    General CommentI think it's about having power over someone, or manipulating or something.
    Relinquo1on May 02, 2004   Link
  • 0
    General CommentSeems as though I can remember Stipe saying this song has something to do with the power relationship between famous people and their fans.
    androgybunnyon June 23, 2006   Link
  • 0
    General CommentWhen I saw REM perform this song live, Michael said "This...is my favorite song.", right before they kicked into it.
    Michael was definitely more into this than "Stand", which was the first song they played that evening.
    Major Valoron September 05, 2006   Link
  • 0
    My InterpretationThis certainly sounds like a rock star talking about groupies. "Divide your cultured pearls and paste....." he's saying, very contemptuously, he can look through all the glamour and makeup (paste), basically, the image, these girls are presenting and "lay waste" the only part of someone you "can not taste" (soul). Or, in other words, turn them inside out...but he chooses "not to do" that. He's also saying, "don't come to the show looking to have sex with me," the "racy race" part, that is. The "Given the..." part is him thinking about how being in that position affects his conscience (which is probably why he dedicated the song to Exxon at one show because of their negligence concerning the Valdez disaster. In other words, "this is what it's like to have a conscience." The backing vocals are what the groupies are saying, "I believe in what you do. I believe in watching you."
    daveb81on August 01, 2014   Link
  • -1
    General Commentmy interpretation is that he is fantasizing about having a relationship with someone he does not yet fully know, and he states that he could turn this someone "inside out" with what he chooses not to do, or in other terms, give this person the time of their life in bed
    casabonon August 27, 2011   Link

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