This is one of two tracks - the other being "You Never Know" - from Busted Stuff that wasn't borrowed from DMB's abandoned project, The Lillywhite Sessions. Steve Lillywhite produced the band's first three albums, including the acclaimed Before These Crowded Streets, but the magic wasn't happening during the 2000 sessions, or so the band thought. They scrapped their would-be fourth album, trading Lillywhite for Jagged Little Pill mastermind Glen Ballard, resulting in Everyday. Meanwhile, songs from The Lillywhite Sessions were leaked onto the Internet, which Matthews called "a huge violation." But, the buzz around the unfinished tracks prompted the band to revisit the tunes, which formed the basis for Busted Stuff. The band, however, didn't reunite with Lillywhite; they enlisted their longtime engineer Stephen Harris to helm the album.