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TRACK BY TRACK: Billie Eilish's 'When We All Fall Asleep, Where Do We Go?'

Written by Meg Spaulding. Published: April 08 2019


Alright ya’ll, I just went on a journey and a half listening to Billie Eilish’s full-length debut album, When We All Fall Asleep Where Do We Go. I felt it all—joy, sadness, confidence, emptiness, I even had a giggle somewhere in there. Billie Eilish is a 17-year-old singer-songwriter who got her start on Soundcloud. In 2016, she uploaded “Ocean Eyes” to the website, and it went massively viral, kicking off the start of her rise to becoming the next biggest indie-pop superstar. Her first album, released on March 29, is doing amazingly well on the charts. It’s poised to become the second-biggest album drop of 2019, second only behind Ariana Grande’s very own thank u, next.




Even though this is a pop album, it’s not run-of-the-mill in any way. Artistically daring, experimentally fresh, and strikingly candid, this album is set to shake up the definition of pop music itself. Strap in and enjoy the ride as I discuss every song on the album that’s about to have you and all your friends talking. Then go call your friends. We all need each other. I’m so emotional.


1. “!!!!!!!”

The intro to this album is Billie Eilish taking out her Invisalign and then announcing that she’s taking out her Invisalign. You know what that means--she’s ready to start the album. It ends with her and someone else, presumedly her brother and album producer FINNEAS, cracking up. And away we go.


2. “bad guy”

The first real song of the album is “bad guy”, and it serves as an introduction to Billie and what she’s all about. As the song states, she can be the bad guy, meaning she can be hardened and cynical if she needs to. Billie is telling some bro who thinks he’s bad that, actually in fact, she’s the bad one, and he doesn't know what he’s in for. Men’s egos can be porcelain-level fragile, and sometimes you gotta let them think they have more control than they really do. It’s a great song to hype yourself up to if you need some motivation to be tough. Often a woman’s reflex is to be sweet, and this song is a reminder that we can be bad guys too. Her signature humor is in there, with the “duhs” that are both badass and sort of adorable? We don’t know how to feel, and that’s kind of the point. The creeping bass line and close, hushed vocals set the tone musically for the rest of the album. Side note though: Billie, you’re only 17, please don’t seduce anyone’s dad.

Favorite lyrics: "I like it when you take control / Even if you know that you don’t own me / I'll let you play the role..."




3. “xanny"

This song is even more brooding and hypnotic than the first one. The heavy bass and slow pace mix with her laconic voice to put the listener in an almost trance-like state. I really like the message of this song, which Billie has said is less “don't do drugs” than it is “be safe.” In college, I watched some friends get really into Xanax and it was just how Billie describes--they just kept doing nothing, too intoxicated to be scared. It can be scary and sad to watch a friend change their whole demeanor, even if it’s a result of something that’s supposed to be “fun”. Billie describes what it’s like being an outside observer and watching your friend essentially lose their personality. And that talking/whispering she does at the end makes you wanna say “oooh.” Only way I can describe it.

Favorite lyrics: "Better off without them / They’re nothing but unstable / Bring ashtrays to the table / And that's about the only thing they share..."




4. “you should see me in a crown”

This song was released as a single a while ago, so there’s a chance you maybe already heard it, but let’s talk about it some more, because dang, she really went there. Compared to other tracks, this song is less sad and more empowering—Billie is as boastful and confident as she’s ever been. If you like her now, well, you should see her in a crown. I love that these lyrics were based off the most cocky and blood-curdling villain in British television, James Moriarty from “Sherlock”. He tells Sherlock, “In a world of locked rooms, the man with the key is king. And honey, you should see me in a crown.” Eilish and her brother/album producer Finneas thought the line (and its delivery) was so “jiggy” that they created this banger of a song. And boy are we glad they did. It should be mentioned that if you don’t like spiders, don’t watch this video. Girl is wilding. She really had a spider crawl out of her mouth, btw. No CGI here. I also think the vertical video style is just really clever, don’t ask me why, but it just feels very “on-brand”.

Favorite lyrics: "You say, 'Come over, baby / I think you're pretty' / I'm okay, I'm not your baby / If you think I'm pretty / You should see me in a crown..."




5. “all the good girls go to hell”

This song ups the ante and speeds up the beat to all of our delight. This song is super easy to listen to, and easy to put on repeat. I like the line “Even God herself has enemies.” Besides calling God a woman (shoutout to Ariana Grande), she makes a good point—it’s kind of weird that God herself would have enemies, but she does (Lucifer, to name just one). This song is playful and upbeat, until you listen to the lyrics, which are eerily foreboding. The moral questions raised in regards to what makes a “good girl” and what defines Heaven and Hell could be the topic of a long, long discussion, and Billie manages to summarize it all into a 3-minute bop. Props must be given.

Favorite lyrics: "Hills burn in California / My turn to ignore ya / Don’t say I didn't warn ya... Man is such a fool, why are we saving him?"




6. “wish you were gay”

This song starts with a much more stripped-down style than we’ve heard so far. Acoustic guitars and her intimate vocals introduce us to this melancholy song about unrequited love. Despite the lyrics, it’s a very pretty song. The lyrics sum up how she wishes the guy she likes were gay, because then there would be a valid reason for his disinterest. Instead, she figures the blame is all on her, since this dude could like her, he just doesn’t. The song has a fun inclusion of a countdown, when she asks if there’s a 12-step, as in a 12-step program, just to get over him. Usually 12-step programs are designed to help addictions; in this case, she’s addicted to this person who’s so broken that they can’t love anybody (her words, not mine). From there, the lyrics include a number, from 12 all the way to 6. Listen to see if you can pick up on them all!

Favorite lyric: "How am I supposed to make you feel okay / When all you do is walk the other way?"




7. “when the party’s over”

This one is another single, released about 5 months ago. The music video is right in line with her whole edgy, shock-value aesthetic, and again, she uses real props and not CGI to make that black liquid pour from her eyes. No one’s saying you have to have this kind of commitment, Billie, but do you I guess. We got some angelic hums going on, which make for a pretty intro to her more ethereal vocals on this track. The vibe is less sad, more angry, like “I’ll just call you when the party’s over, I don't want to deal with this right now” kind of mood. Overall, this song is quite a mood. It’s also about letting go and about how a couple can make the break-up period much harder on each other by not being able to let go. She sings about having to act like she prefers being on her own (coming home to en empty house) when sometimes that’s just not the case.

Favorite lyric: "Tore my shirt to stop you bleedin’ / But nothin' ever stops you leavin’..."




8. “8”

If your initial reaction is “ew what?”, I know, I was there too. The sound editing, which made her pitch so high that it sounds like 6-year old Billie is singing, is jarring. But you know what, I got used to it. And when it starts to switch between the high pitch and the normal pitch mid-lyric, I was even kind of into it. The ukulele makes this song sound happy and yet it also sounds sad. I think it’s fun to mix those two sounds, and I think she did it well. So apparently this was written from the perspective of someone Billie Eilish hurt. That means it’s not about someone who broke her heart, but rather it’s her understanding of how this person must have reacted to her “dickhead” ways. That almost makes it sadder, especially the question “do you even feel anything?” is sort of like she’s asking herself that. At least she has some self-awareness about her actions, though.

Favorite lyrics: "I came committed, guess I overdid it / Wore my heart out on a chain / Around my neck, but now it's missin', hmm..."




9. “my strange addiction”

Ahh finally. “The Office” song. This song is one of the most talked-about on the album, thanks to its sampling from “The Office” episode “Threat Level Midnight”. Obviously this song is about a boy who Billie can’t get enough of, to the point where it’s unhealthy. But, she’s said, it’s also literally about how addicted she is to “The Office”. Possibly the most relatable moment on the album, tbh. The title is also a reference to the TLC show “My Strange Addiction”, which has birthed more than one popular reaction GIF to use wherever one sees fit. This song has a more cool-like sound, almost like all the words and sounds are coming right after one another perfectly. I think this one captures the image Billie likes really well—kind of cool, kind of creepy, and very into the same things we all are.

Favorite lyric: "Bad, bad news / One of us is gonna lose / I’m the powder, you’re the fuse / Just add some friction..."




10. “bury a friend”

Possibly the most definitive track of the album, this is the song with the lyrics that created the album title when we all fall asleep, where do we go?. It’s a fitting lyric, since this song is all about nightmares. Billie has said that it’s written from the perspective of the monster under her bed, which is sometimes her—she can be her own worst enemy. To make it worse, she suffers from sleep paralysis, which can create nightmares that feel all too real. While we’re on the theme of nightmares, it’s clear from this music video that Billie is focusing in on people’s fears. In previous videos, it was spiders and black liquid, two common fears, and in this one it’s a few things, but the one that struck a nerve with me was the needles. Needles are a big big NOPE for me, as is this music video. Even if I will not be re-watching this one, I’ll definitely be re-playing the audio, because it’s a smash hit of a song.

Favorite lyrics: "Why aren't you scared of me? Why do you care for me? When we all fall asleep, where do we go?"




11. “ilomilo”

The mysterious name of this song actually comes from a video game. Ilomilo is a puzzle game where you have to reunite two little characters by solving the puzzle. In that context, lyrics like “so show me the way home / I can’t lose another life” make a lot of sense. In video games, of course you can’t lose your last life or the game’s over. This is a double-meaning of sorts, since the theme of this song is about losing her friends. In keeping with the theme of different fears, the fear in this song is separation. You can notice a kind of a video game style sound with the uptempo beat. The words, however, are not upbeat at all. It’s like… cute, and then… ouch.

Favorite lyrics: "The world's a little blurry / Or maybe it's my eyes / The friends I've had to bury / They keep me up at night..."




12. “listen before I go”

This is a really intense song, and it made me go from a pretty okay mood to a really dark mindset, so be warned. I wouldn't listen to it if I was already in a dark place, although I know some people like to hear other people sing about being sad when they’re sad. But this song sort of takes that to an unhealthy level. That being said, it’s a simple and haunting song, and artistically I enjoyed it. But there’s this sadness in her voice that fits the lyrics perfectly, and I’m not sure if that’s good or bad. Billie has opened up about her struggles with depression, and although she isn't referencing an actual desire to commit suicide, she is writing from that place of feeling not okay. She’s also said that she doesn't want this song to break anyone down, and instead she wants to offer a “mental hug” and a sense of understanding to anyone who connects with the words of this downer of a song. A cool fact is that the final 3 song titles on the album were intended to form a sentence, beginning with “listen before i go”, then “i love you”, and ending on “goodbye.”

Favorite lyrics: None. They’re too sad. But if I had to pick: "Taste me, the salty tears on my cheek / That’s what a year-long headache does to you..."




13. “i love you”

This is a nice palate cleanser after “listen before i go”, and even though it’s not exactly uplifting, it has a little more life in it at least. The pain and awkwardness of someone admitting their feelings in the wrong moment is universal, making the lyrics “maybe won’t you take it back…nothing has to change today” all too relatable. It actually has a very lovely sound, and Billie’s brother FINNEAS can be partly thanked for that as they harmonize together during the chorus. I love the ambient plane sounds, especially the call button sound. There’s some of the nostalgia and even loneliness that can come from flying (that “end of a vacation” mood) that this song captures and highlights really well. The chorus has been compared to “Hallelujah”, the beautiful and iconic song by Leonard Cohen. It does sound a lot like it, and we ain’t mad about it.

Favorite lyrics: "Up all night on another red-eye / We wish we never learned to fly / Maybe we should just try / To tell ourselves a good lie / Didn’t mean to make you cry..."




14. “goodbye”

Whoa whoa whoa… this is really cool. “Goodbye” is like a summary of the album—each previous song is featured, bottom to top. So we start with a lyric from “i love you” and then a lyric from “listen before i go” and so on, all the way to the start, with “bad guy”. Remember “bad guy”? Good times. Each lyric sounds like it’s from the song it’s from (because it is) but it’s also slowed down or mixed or whatnot to fit in perfectly and make this new creation sound like a really cool verse of a really cool song. Which technically is what it is. This feels like a proper goodbye, like we know the album is over and we’ve just had a little refresher on what we’ve just listened to. It can also help you pick out what your favorite song is. I think my favorite snippet is “baby I don't feel so good” so maybe my favorite song is “wish you were gay”. Huh. I never would've guessed. It also shows what a seamless and thematic album she’s made. You can tell that musically all the songs fit together and have created a tone and style that flows and that is all her own. Not bad for a girl’s debut album!!

Favorite lyrics: All of them! If I had to pick: "Baby, I don’t feel so good..."



- Meg Spaulding, YH Contributing Writer