Tir’d with all these, for restful death I cry, As, to behold desert a beggar born, And needy nothing trimm’d in jollity, And purest faith unhappily forsworn, And gilded honour shamefully misplac’d, And maiden virtue rudely strumpeted, And right perfection wrongfully disgrac’d, And strength by limping sway disabled, And art made tongue-tied by authority, And folly, doctor-like, controlling skill, And simple truth miscall’d simplicity, And captive good attending captain ill: Tired with all these, from these would I be gone, Save that, to die, I leave my love alone.

Lines 2 and 3 illustrate the economic unfairness caused by one's station or nobility: As, to behold desert a beggar born, And needy nothing trimm'd in jollity, (66.2-3) Lines 4-7 portray disgraced trust and loyalty, unfairly given authority, as by an unworthy king "gilded honour shamefully misplaced", and female innocence corrupted "Maiden virtue rudely strumpeted".

It follows the typical rhyme scheme of the form, ABAB CDCD EFEF GG, and is composed in iambic pentameter, a type of poetic metre based on five pairs of metrically weak/strong syllabic positions.

Because Pasternak's translation is also in iambic pentameter, the piece can be, and sometimes is, performed with Shakespeare's original words instead (for example, by Gerald Finley on his 2014 album of Shostakovich songs for Ondine).

The critic Ian MacDonald suggested that Shostakovich may have used this sonnet, with its reference to "art made tongue-tied by authority," as an oblique commentary on his own oppression by the Soviet state;[2] however, the scholar Elizabeth Wilson pointed out that Pasternak's translation "somewhat watered down" the original's meaning, with his version of that line translating as "And remember that thoughts will close up the mouth.