"Comin' Up From Behind" as written by and Sherry Fraser....
Ah She's an eight ball
She's a'rollin faster than a white wall
She's got an avalanche packed into a snowball
She's a losin' all the links
She's like a stonewall
She's loaded up

She's the underdog
Gonna take a mighty swipe
At the high horse
While'a sippin' on her tricks
In a pitfall
Makin' eyes at the girls like bullfrogs
I'm telling you sir

She's comin' up from
Comin' up from comin' up
Comin' up from behind

Yeah She's comin' up from
Comin' up from comin' up
Comin' up from behind

You'd like her hanging
Like a sneaker on a live wire dangling
While your Wall Street pockets are jangling
With the hollow jackpot of your rich kid games

It's a long shot
She's got a troop and a tongue for a slingshot
But she's takin' steady aim
At the big shots
It's hard to miss the rolling-polies
On the blacktop
You better watch your turf

She's comin' up from
Comin' up from comin' up
Comin' up from behind

Yeah
She's comin' up from
Comin' up from comin' up
Comin' up from behind

You had her hanging
Like a sneaker on a live wire dangling
While your golden-lined pockets were jangling
With the hollow jackpot of your wretched games

She caught your sick lie
It's creepin' in the shadow of your white smile
Lurking underneath the cover of your bedroom eyes
Well you're greasin' up the lance for your small-fry

You wanna talk it up do you?
Well you're floatin like a royal balloon, oh
Your ego's swollen to the size of the moon well
I think you found somebody to cut you down to size
Well well

Yeah
She's comin' up from(She's comin' up from behind)
Comin' up from comin' up(She's comin' up from behind)
Comin' up from behind(She's comin' up from behind)

Yeah
She's comin' up from(She's comin' up from behind)
Comin' up from comin' up(She's comin' up from behind)
Comin' up from behind(She's comin' up from behind)

She's comin' up from(She's comin' up from behind)
Comin' up from comin' up(She's comin' up from behind)
Comin' up from behind(She's comin' up from behind)

Yeah
She's comin' up from(She's comin' up from behind)
Comin' up from comin' up(She's comin' up from behind)
Comin' up from behind(She's comin' up from behind)

Yeah
She's comin' up from(She's comin' up from behind)
Comin' up from comin' up(She's comin' up from behind)
Comin' up from behind(She's comin' up from behind)

Yeah
She's comin' up from(She's comin' up from behind)
Comin' up from comin' up(behind)


Lyrics submitted by Nelly

"Comin' up from Behind" as written by Sherry Fraser

Lyrics © Warner/Chappell Music, Inc.

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Comin' Up From Behind song meanings
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8 Comments

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  • +1
    General CommentSongs about Kathryn from cruel intentions (well that's why they sung it anyhow)
    Technically your all correct.
    8Ball , Snow ball , white wall - cocaine (Kathryn's a coke head)
    "Making eyes at the girls like bullfrogs" referring to how evil she is and the dirty looks she gives
    "Part of your rich kid games" referencing to the bet they made and the fact they're rich kids of-course
    "She caught your sick lie" - she found out he loved Annette and lied about it!
    "Your ego's swollen to the size of the moon" - at the end of the film she's in the bathroom with Annette after snorting looking all chuffed at the fact she ruined Sebastian's relationship , he's dead she'll inherit all the money & the fact she thinks nobody knows about it all.
    "I think you found somebody to cut you down to size" - About Cecilia and Annette publishing Sebastian's diary and revealing how evil Kathryn is!

    sorry if theres any spelling mistakes its like 3am D:
    MelissaBlowson October 06, 2010   Link
  • 0
    General Commentthis song is brilliant. the only choon by Marcy Playground i like.

    i really like the lyric "You had her hanging
    Like a sneaker on a live wire, dangling..."

    it's seems to be about a vindictive, but seemingly non-threatening girl who was cast to the wayside, but has revenge on the brain. and she plans to strike when you least expect her.
    roger wilcoon June 11, 2002   Link
  • 0
    General CommentWhile this is a great song, it's not actually by Marcy Playground. I read it's a song by Sherry Frasier's band Two Ton Boa and was remade by Marcy Playground for the Cruel Intention Soundtrack.
    sickest_dogon July 01, 2003   Link
  • 0
    General CommentIt definantly seems to be about a vindictive girl Roger_wilco, that would make it's inclusion on the Cruel Intentions soundtrack make sense, since the character of Kathryn is the definintion of vindictive.
    ErinsEmoTearson January 27, 2005   Link
  • 0
    General Commentaww i love it! it reminds me of those people who dance with sticks all provocatively! nice song!! sexy.
    femmefatale1990on April 29, 2006   Link
  • 0
    General Comment"Success is the best revenge" That's what I think the song is about. She is being underestimated. Very catchy tune.
    55779on June 29, 2007   Link
  • 0
    General CommentFirst verse:
    Ah, She's an eight ball,
    She's a'rollin faster than a white wall,
    She's got an avalanche packed into a snowball,
    She's a losin all the links,
    She's like a stonewall,
    She's loaded up.

    Its clearly a reference to cocaine, and cocaine usage.
    Eight Ball: common cocaine purchase ammount, 3.5grams. Known on the streets as an eightball.

    White Wall: white can be seen as a reference to coke.

    Snow ball: Snow, a common nickname for coke.

    "She's loaded up" .. dont need to explain that.
    the undeadon March 04, 2008   Link
  • -1
    General CommentI have a feeling this song is about coke as well as a vindictive woman. Cocaine is commonly referred to as 8 Ball. But I happen to think this song has a double meaning.
    pacificxsurfon May 17, 2008   Link

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