The track is a moderately fast paced song in the mode B♭ lydian. It has an overall bouncy feel that is contrasted by its chromatic chorus.
The track begins with its bouncy bass line that persists throughout the first section of the song. A consistent beat is held by unpitched percussion. The melody is played on the clarinet.
The chorus is much a juxtaposition to the verse; it features heavy use of the chromatic scale and switches from woodwind to string instruments as the feature. Plucked strings play a chromatic scale from D down to A♭ three times before going down the scale for the entire octave. This repeats, however, slightly more emphasised with a stronger dynamic.
The original verse is repeated, this time with more musical embellishment. Blasts from a horn harmonise the melody, and scattered percussion may be heard. After this verse, a melody is played on the bassoon that mimics the original melody.
- The unlock hint used to be: This track was unlocked during the Frog random event.