Vocalist Kaya Tarsus told Kerrang that this song was inspired by a real-life experience and is personal to him. He explained:
"It's all about being unhappy in a new relationship and realising that you may have rushed into it all. You end up sticking around because you're feeling too guilty to call it off, but inside you're just want to detach yourself from a very emotionally attached person, and just end it all."
Movie director Michel Gondry played live drums on the Late Registration track, "Diamonds From Sierra Leone." The Eternal Sunshine of The Spotless Mind filmmaker happened to be in the studio on a day when producer Jon Brion was setting up a drum kit