The Upside Down Show is a children's television series produced by Blink Films and Sesame Workshop. It was made for Noggin, a channel co-founded by Sesame Workshop. The series is set in a strange apartment building where the doors lead to a variety of unusual rooms. It is presented by brothers David and Shane (played by the Umbilical Brothers), who live in the apartment building with their sidekick Puppet, their neighbor Mrs. Foil, and a group of fuzzy creatures called the Schmuzzies. In each episode, David gives the viewers an imaginary remote control that affects the characters and their surroundings.

The series was inspired by the Umbilical Brothers' adult-oriented comedy act SpeedMouse, which was also based on the idea of an imaginary remote. Producers from Sesame Workshop saw SpeedMouse and ordered a pilot episode based on it, which became The Upside Down Show. The pilot was successful, and in 2005, Noggin ordered a season of 13 episodes. The show was written and produced in New York, and it was filmed in Sydney, Australia. The cast and crew featured a mix of Australian and American talent. While creating the series, the writers intentionally included jokes for adults as well as children; Shane Dundas likened The Upside Down Show to making "an adult show for kids."In 2010, the Umbilical Brothers announced that they had completed a script for a special-length episode titled The Upside Down Movie, which would act as a proper finale for the series. The movie had been in development since 2008. Nickelodeon Australia provided funding for the movie's scriptwriting, but the project needed support from outside investors to start filming, which never occurred. As recently as March 2017, the Umbilical Brothers have stated that they are still interested in making the movie and are trying to find support for it.