Everyone wants to be noticed, but this poem asks a sharper question: noticed for what? The speaker's problem isn't that nobody is looking. The addressee, "you," does pay attention, and the poem says so twice. The trouble is when. Attention arrives only when the speaker pretends to be happy, or when she (or he; the poem never says) insults someone else. The real self gets nothing, and the performances get everything.
The construction is simple, and it works. Two parallel units open the poem, each beginning with "As soon as" and each ending on the same flat refrain, "You pay attention." The phrase "as soon as" makes attention sound like a reflex, a lever that produces a reward when pulled. The refrain is deliberately dull. It has no adjectives, no feeling, and sits alone on its line like a fact the speaker has logged and can't stop noticing. There is no rhyme and no regular metre, and the poem doesn't need them. Its rhythm comes from repetition and from the contrast between long, winding lines ("Pentend to be happy when you're near") and these short, blunt ones.
The title, in guillemets, adds ambiguity. «Pay attention» could be a plea from the speaker, or an order thrown back at her, the sort of thing people say when they want you to behave. That second reading changes the refrain. "You pay attention" might mean the addressee watches closely and disapproves, scolding the bad behaviour and rewarding the fake smile. The poem leaves it open, and the openness suits a relationship where affection and control are hard to tell apart.
The detail "someone who isn't you" is the most revealing in the poem. The name-calling is aimed away from the addressee, yet it still gets a reaction. That suggests the speaker may be testing whether anyone cares, or showing how easily the addressee's interest is pulled. Either way, the speaker has learned that conflict and pretence are the currencies that work.
The third movement changes the mood. "I guess I should turn into, / into a happy bitch" is full of hesitation, with "I guess," the stammered repeat of "into," and the line break that holds the speaker back before the harsh phrase. Calling the imagined self a "happy bitch" is bitterly sarcastic. Pairing a cheerful word with an insult shows how much contempt the speaker feels for the person she would have to become. The sentence is also conditional and tentative: "then maybe you'll pay attention." That "maybe" admits that even a total transformation might not work.
Then comes the final line, the longest and most settled in the poem: "But theres no way i'm chaging just for you." After all the "as soon as" and "I guess" and "maybe," here is "no way." The refusal is firm, and it turns what looked like a complaint into a statement of self-respect. "Just for you" can be read two ways: as "only for your sake," and as "merely to please you." Both fit. The speaker is saying that her identity is not a trade good.
The poem's surface is unpolished. "Pentend" repeats and garbles "Pretend," the "i" shifts between capital and lower case, "theres" loses its apostrophe, and "chaging" is missing a letter. We can't know whether these are deliberate or simply unedited, but they give the poem the texture of something typed quickly and honestly, close to the moment of feeling. Even the false start in line two reads, whether by accident or design, like a stumble over the very word "pretend."
What makes the poem worth reading is how much it fits into eleven short lines. It captures a feeling many readers will recognise, being valued for a performance instead of a person, and it ends without self-pity. The speaker doesn't win the attention she wants. She wins something steadier, which is the decision not to buy it with a mask.