The paper considers a pre-emigration poem by G. Ivanov which has not yet been the subject of a detailed study although some of its intertextual connections were specified in existing commentaries. The work aims to analyse the poem combining two approaches: intertextual (identification of external contexts) and linguopoetic (description of the role of linguistic units of different levels in revealing the inner world of the text, in creating its spatiotemporal organisation, in expressing the subject and the addressee). Using the techniques of slow reading, linguistic commentary, and semantic and intertextual motif analysis, the article shows that the poem lexis is grouped into quite distinct semantic fields ("Death", "Love", "Breathing", "Fate", "Memory" and others). The fields are related to each other according to the principle of comparison and opposition. Moreover, the study reveals the implicit poetry writing motif (in the context of the poet’s death) connected with intertextual contexts of the Breathing semantic thread. The study shows the ambiguity of the subject and addressee references, key images, spatial and temporal planes which can be interpreted fundamentally differently. Taking into account the correlation between the external and internal contexts, the paper suggests that one context which influences the comprehension of the analysed poem is the concrete historical one, which enables readers to see the reflection of real events ("the noise of time") in the text.