Bird told Drowned In Sound that this song was "inspired by the sweet, mournful cry of a four-year-old boy sitting behind me on an airplane. His dread was so utterly complete. I found myself envying his emotional abandon and tracing the musical cadence of his wail as he cried 'Oh no.' I suppose we're talking about repression here. We can't all behave like four-year-olds but must we be emotionally frozen? So let us lock arms as the harmless sort of sociopath and all sing in together."
In a blog written for the New York Times, Bird wrote that the thing that's unprecedented about this song for him, "is that the chorus actually happens three times. He explained: "I've always had a block against repeating myself. Repetition is one of the basic tenets of Pop music and I've gone from deploring it to seeing it as a great virtue. There's this tension between the restless, early-jazz-obsessed 22-year-old I once was and my present self, who finds writing a simple and direct song infinitely challenging. I think that's why I respond to Louis Armstrong, Coleman Hawkins and Lester Young. They were improvising not in a linear, searching way but with the goal of finding a new melody and then, god forbid, repeating themselves."
Bird chronicled the history of this song from idea to completion in a series of blogs for the New York Times. After he recorded it, Bird wrote: "We tracked it live with two acoustic guitars and some improvised whistling and got it on the second take. I'm pretty happy with it. The whistling sounds are especially otherworldly."
Bird admitted to Q magazine March 2009 that he is afraid of dry lips when attempting to whistle on this and other songs onstage. He explained: "Whistling is something that you do without thinking, not in front of a microphone to order." Bird added that this song is "carried by a whistling melody, so there's a terrible fear of choking. I try to drink water and eat lots of succulent fruits with crisp skins, such as grapes."
The "Short Squeeze" episode of Showtime's financial drama Billions opens with this song. Co-creator Brian Koppelman told Billboard magazine: "The Andrew Bird song, I've been walking around with that for three or four years waiting to deploy it. That scene originally had a David Allan Coe song, 'You Never Even Called Me By My Name' and Dave (Levien, co-creator) looked at me like, 'Is there a better idea?' The moment I played 'Oh No' for Dave, he was like, 'That's the one.' It's one of my favorite parts of getting to do this."