This was inspired by the Dan Clowes graphic novel of the same title, which was later made into a movie also called Ghost World. The lyrics deal with friendship and the frustrating, mundane aspects of going to high school in a town from which you're trying to escape - the subject of the graphic novel. "Everyone I know is acting weird or way too cool" and "I'm bailing this town/ or tearing it down/ or probably more like hanging around."
The music video shot in small town and high school gym. In it, Mann wears the quirky, creative thrift store costume outfits worn by the characters Enid Coleslaw and Rebecca Doppelmeyer in the Ghost World graphic novel.
"The Way" by Fastball was inspired by the story of an elderly couple from Texas who drove to a nearby family reunion and kept going. Fastball's bass player imagined them taking off and having fun like they were young. The story didn't end well: the couple was later found dead after they crashed in a canyon.