[Intro]
Passin' Me By 2009 right (3x)
It's Hoodie, Illa, Pharcyde
Yeah we about to kill it

[Verse 1: Hoodie Allen]
Now in my younger days I used to sport a shag
When I went to school I carried lunch in a bag
Wack, my backpack bigger than my body was
My Spanish teacher always telling me to adios
Out of the class cause I couldn't keep from talking
My converse kicks, they lighting up when I was walking
To the principals office, I'm nauseous
Then I saw this pretty little thing and she was gorgeous
Had to make a move I was on this
So very nice to meet you
She told me she was new to school
I came at her like "me too"
And that was just a lie for the hell of it
Plus we're at the age where the breasts are developing
So I say whatever just to relish in the moment that we had
Cause it's sad, the day I took her over to my pad
She met friend Chad and that's a terrible mistake
Cause the second that I turned around he asked her for a date
Like wait, hold up, now way
[Hook](3x)
She keeps on passing me by
(Never the less, I'll say it again)

[Verse 2: Hoodie Allen]
And when I dream of something good
I think of me and Allie
Cause she was from the hood
But when she spoke it's like the valley
And no we're not in Cali
But like how was I to judge her
When the way that she flirted
Made me think I'm gonna fuck her
She was like no other
I just hope that she can see me
When the other though of me
As their little brother, Stevie
I'm the youngest in the class
So I'm her youngest suitor
And then she came right up to me
And said she need a tutor
All I could do is stare
Which had a project for the class
But I swear I didn't care
Now she had a bone to pick
But I swear that I was over it
I'm hoping it will happen
But I think I need a prayer
To get the Ugg boots off her feet and the tights
And then the cut-off shoulder hoodie, it'll be over tonight
Although it's getting real late, I made a move to her zone
Cause I won't have to hear about her go and taking me home
I said "I get my learner's permit soon, I'm passing my road test
And she was trying to block it when she thinkin' she knows best
Oh yes, I could tell we wanted the same
Except she wanted my brain
And I just wanted some brains
Oh my bad, it must've been a miscommunication
She said "when you get older kid, damned if I'd be waiting"
So now I'm always skating, that day me an asshole
So now when girlies come on by, I'm telling them to pass low
[Hook]

Woo! It's Illustrate, what?
It's Illustrate or Hoodie Allen (2x)
Here we, here we, here we, here we, here we go!

[Verse 3: Illustrate]
They keep on passin' me by askin' why
I said but don't say Konichiwa
Now you see why
I can't but help but break a sweat over these divas
Jesus, help me when my speech flutters into a deep smother
Peep how much I lover but still than I'd say I fuck her
Got little game man, I'm dressing very basic
This one girl compared my attitude to Larry David
She incurred my first try, thought I learned my lesson
But her style so fly, that I wrote in instant message
My dear, my dear, my dear, my dear, you will not blow me
But you show me very well you would delve right into me
If I was G, but now you see, I'm not into any of that shit
I thought that she was a queen, but now I see that she's a ....
I wish that I was farsighted like Pharcyde
Never been a smart guy, I'll deny these bizarre rides
Cause girls talk trash, love only the cash
Got no class so I had to let her pass
[Hook](3x)

[Outro](3x)
Keeps passin' me by
She Keeps passin' me by