Songfacts®:

• This cautionary tale from blink-182's Take Off Your Pants And Jacket album is about a shy guy who creates a lonely life for himself because of his fear of rejection.
  
  "Another song about heartache," said guitarist Tom DeLonge, who sings lead vocals on the track. "I remember always feeling like the world might be a little different if everybody wasn't such a pussy and said what they wanted to people they liked. The problem is, people are too scared of rejection. How many times have you seen somebody somewhere, but didn't say a thing. Next time, f--k it, if you like someone, say something. The worst that could happen is they'll smile and say, 'Thanks,' or, 'No thanks.'"
• DeLonge said the little "duh da duhs" in the pre-chorus were inspired by listening to David Bowie in the 1998 skateboard film The End.
• The band was under pressure from their record label, MCA, to emulate the album's breakthrough predecessor, Enema Of The State, which left DeLonge - who was listening to post-hardcore acts like Fugazi and Refused - without many options to branch out creatively. Even so, he found a way to start experimenting with his guitar sounds.
  
  "From a guitar point of view, the biggest deals were all of the clean tones and using all of these different chorus pedals, flangers and delays – just really light, tasteful touches," he told Total Guitar in 2012. "But I didn't really accept pedals in my heart until later. I was so slow. F--k! I was just into punk-rock. I thought we were cooler than every other band. I thought punk was way cooler and we knew something other people didn't know. Now I look and think, 'F--k, there was a lot I didn't know!'"