Songfacts®:

• Asked to choose three words to describe the final track from her Laurel Hell album, Mitski said, "Carnival, happy, goodbye." The bright breakup track meets Mitski pacing the crowded streets outside of her apartment building, where she's fled to cool off after having a fight with her partner. She gazes up and sees their lamp shining in the window like always, but their relationship is about to go dark.
• Mitski told Pitchfork how she and her producer, Patrick Hyland, came up with sonic elements to capture the lively vibe she wanted for the song. "So what I wanted to express was like walking down the street with something ending inside of you and in your life, but no one around knows, and life is going on as it always had around you," she explained.
  
  "I wanted this feeling of liveliness and a lot of people being around. And at first we tried to just make the sounds louder. Nothing felt right and then I realized, 'Oh, if I want to feel like people are all around me, I should just put crowd sounds in.' We also mixed in our own room sounds and talking sounds, and we also sang parts over and over together so it sounded like a chorus, and that really did the trick."
• Much of the album deals with the singer grappling with her emotions after the pressures of the music industry nearly forced her to walk away from her career. Coupled with the stress of the COVID-19 pandemic, she wanted to end the album on a high note.
  
  "I've tended to end my albums on a quiet note," she said. "With everything that's going on and with the tone of the album I think Patrick and I both felt it best if we ended with a carnival and a party."