The song is a sometimes nostalgic, sometimes bittersweet look back at what became of a fictional high school graduating class from 15 years earlier. In turn, each one of the four singers — Don Reid, Phil Balsley, Lew DeWitt and Harold Reid — takes a solo turn at reflecting on several of the classmates. Some of the tales are of success; they became teachers, factory workers, a church organist, and owners of various business enterprises. Others are tragic, such as a classmate who ends up in a mental institution, another on welfare, yet another who ended up in severe debt, and most tragically one who, after having his wife leave him for another classmate, ends up taking his life. Reflecting real life, the lyrics also remember classmates of which they've lost track ("where Mavis finally wound up is anybody's bet").
The chorus has the underlying theme of reflecting on the high hopes and dreams they had in high school, but how life became more complicated as the years passed and did not turn out the way they hoped.