Tracklist
| 1 | Mindless Cycles | 6:14 | |
| 2 | Problem With Limits | 6:16 | |
| 3 | Scralatti's Saw | 0:44 | |
| 4 | Something Alive, But Unevolvable | 7:50 | |
| 5 | Hello? Stella? Artois? Artaud? | 6:10 | |
| 6 | The House Covered In Grape Leaves | 3:08 | |
| 7 | We Tend To Underestimate The Strength Of The Forces That Distort Our Imagination | 6:56 | |
| 8 | Eeny, Meeny, Miny, Moe (DL card only) | 2:45 | |
| 9 | As Simple As This (DL card only) | 3:41 | |
| 10 | Slippery Slide (DL card only) | 4:24 |
Upside Down Smile Was Recorded And Produced By Ewa Justka And By Self-designed, Self-made, Selfselfself, Odd Looking Slightly Dysfunctional Synthesisers And By A Trance Purple Killer Roland Jp8080 And By His Brother Virus And Some Other Roland Brothers No Sisters Included During The Time When Ewa Justka Who Currently Lives In Glasgow, Govanhill, Allison Street, Where Recently Her Passport Was Stolen Due To The Burglary, Where She Lives In Joy, Although Sometimes The Floor Gets Wet Due To The Leaking Windows And Sometimes One Can Find Dead Pigeons Laying On The Staircase But It’s Nice And Cosy And Ewa Justka Highly Influential Person In The Deep Dark Transistor Ladder Circuits Lives Since She Is Studying Phd At Edinburgh College Of Art Where She Thinks A Lot About Imitation In Synthesiser Design And Filters And Vcos And Formants And Acid And Hardcore Music And Twin T Filters And Operational Amplifiers And She Turns Knobs And Thinks And The Upside Down Smile Album Was Made In The Depth Of Those Thoughts Quite Often Sad Thoughts Upside Down Smile Is A Bit Of A Cynical Smile But An Honest Smile Cynical But Honest Upside Down Smile Is A Smile Through Tears But Tears Of Joy Scottish Joy Upside Down Smile Is Upside Down Acid One Could Say Upside Down Smile Could Be Interpreted As A Sad Smile But It Is A Smile In The End Of The Day