The global ocean overturning circulation carries warm, salty water to high latitudes, both in the Arctic and Antarctic. Interaction with the atmosphere transforms this inflow into three distinct products: sea ice, surface Polar Water, and deep Overflow Water. The Polar Water and Overflow Water form estuarine and thermal overturning cells, stratified by salinity and temperature, respectively. A conceptual model specifies the characteristics of these water masses and cells given the inflow and air/sea/land fluxes of heat and freshwater. The model includes budgets of mass, salt, and heat, and parametrizations of Polar Water and Overflow Water formation, which include exchange with continental shelves. Model solutions are mainly controlled by a linear combination of air/sea/ice heat and freshwater fluxes and inflow heat flux that approximates the meteoric freshwater flux plus the sea ice export flux. The model shows that for the Arctic, the thermal overturning is likely robust, but the estuarine cell appears vulnerable to collapse via a so-called heat crisis that violates the budget equations. The system is pushed towards this crisis by increasing Atlantic Water inflow heat flux, increasing meteoric freshwater flux, and/or decreasing heat loss to the atmosphere. The Antarctic appears close to a so-called Overflow Water emergency with weak constraints on the strengths of the estuarine and thermal cells, uncertain sensitivity to parameters, and possibility of collapse of the thermal cell.