The song contrasts an upbeat rhythm and light melodies with Ryan Delahoussaye's erhu and lamenting lyrics typical of "Hate Me" and other songs written by lead singer Justin Furstenfeld.

The feelings conveyed by the song reflect Furstenfeld's real-life battle with depression and suicide attempts.

The lyrics convey the first-person account of a "normal boy" who has fallen or jumped off the bow of a ship and the thoughts that pass through the boy's mind as he loses the will to keep afloat by treading water.

In the final verse the song takes on a deeper meaning as the lyrics reveal that the initial story of the boy drowning was just a dream spurred by feelings of grief over the loss of a loved one, presumably the woman whose face gave him comfort as he imagined he was drowning.

The dream is referred to lyrically as "Midnight's late reminder of the loss of her, the one I love."