Grietjie en haar spinwiel.

The song opens with Gretchen at her spinning wheel, thinking of Faust and all that he promises. The accompaniment in the right hand mimics the perpetual movement of the spinning-wheel and the left hand imitates the foot treadle. The initial key of D minor sets a longing tone as Gretchen begins to sing of her heartache ("Meine Ruh' ist hin/Mein herz ist schwer"). The first section progresses from D minor to C Major, A minor, E minor, F Major, and then ends again with D minor. This plus the gradual crescendo builds tension which releases only to be brought back to the beginning, much like the ever-circling spinning wheel. The song modulates to F Major as Gretchen starts talking of Faust ("Sein hoher Gang/Sein' edle Gestalt....") The left hand imitation of the treadle disappears and is replaced with block chords, giving this section a more free feeling. Additionally, the absence of the rhythmic, consistent treadle allows Gretchen to lose her sense of stability and reality as she swoons over Faust. This section increases tension with a faster tempo, louder dynamics, and higher pitch in the soprano and peaks at Gretchen's remembrance of Faust's kiss ("Und ach, sein Kuß!"). Similar to the previous section, the music returns to the home key of D minor as Gretchen resumes reality and begins her spinning once more. The third part begins again with "Meine Ruh' ist hin/Mein herz ist schwer," but this time Gretchen escalates in intensity much faster than the previous sections. However, the treadle-like left hand is present, keeping her rooted in reality. Gretchen comes down from this fantasy quicker than before, as she realizes she and Faust will never be together. With a heavy heart, Gretchen comes to terms with this hard truth. The song ends as it began: in D minor, alluding to the monotony of the spinning wheel, and how reality is always present.