Bernard Edwards and Nile Rodgers wrote and produced "Upside Down." They are the duo behind the disco group Chic in the late '70s. The upbeat song finds the singer sticking with a cheating lover because he keeps their romance exciting, turning her emotions upside down and inside out. Rodgers explained that the tune was actually inspired by Ross' desire to experiment with her career and have some fun.
"Upside Down" was Diana Ross' biggest hit as a solo artist. Aside from topping the US R&B, Dance, and Hot 100 charts, the song landed in the top 5 on several tallies throughout the world, including more #1 entries in Australia, Italy, and New Zealand and a #2 spot in the UK.
Ross met the production duo backstage at a Chic concert in Santa Monica, California. "Diana couldn't believe the crowd reaction," Rodgers recalled to Billboard magazine. "She said, 'I haven't seen this since the Jackson 5.' She was backstage, dancing and into it. 'My kids made me come and see this show, all they were talking about was Chic, Chic, Chic. That's what I want my record to sound like.'"
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