Songfacts®:

• This song finds Fiona looking back on the insecure version of herself, ultimately promising that it will lead to a better version. The lyric contains a few words that don't show up in typical songs, but Fiona isn't a typical songwriter. "Folderol" (in the line, "after all the folderol") means events that may seem important at the time, but are pretty much meaningless in the big picture.
  
  Apple's co-producer on the track, Brian Kehew, told Songfacts: "She would find in her reading interesting words or phrases and then find a way to incorporate that into some meanings she already had for a song."
  
  Another example is the word "Rubicon," which appears in the line "I was on my way beyond the Rubicon." The Rubicon is the point of no return - it is the name of a river in Italy famously crossed by Julius Caesar, signifying his commitment to war.
• In an iTunes Originals session, Apple explained what triggered her to write this song: "Somebody pissed me off because they criticized me for my writing, saying it's not that personal and nobody would understand what I was saying."
• The Extraordinary Machine album - Fiona's third - was extraordinarily difficult to record. The first sessions were with producer Jon Brion, who produced her previous album. Fiona wasn't happy with the recordings, and neither was her record company, who brought in a new producer - Mike Elizondo - to take over. Results were mixed, and the sessions came to an impasse when the record company tightened the strings on the budget, telling Fiona that they would have to approve the final recording of a song before they would pay for her to record another one - something she refused to do.
  
  The album, scheduled for release in 2003, seemed dead in 2005 (not helping matters, a version was released on the internet and widely distributed). This is when Brian Kehew stepped in, offering to record the unfinished songs with Fiona in his home studio, essentially starting from scratch (he would get paid on the backend with a producer credit). Fiona took the offer, and over the next month, they recorded the album using a simplified approach.
  
  Kehew, unfortunately, was not involved in the mixing process. He explained: "I'd written a guitar solo in two parts that answer each other for a song called 'Better Version of Me.' I recorded it as a quick demo, because the last thing to do on the record was the solo for the song. We spent a last day with Fiona and Mike and I in the studio, and I said, 'Here's the two melodies, but what I want to do is break them out into, like, 60 different instruments, and each instrument will play one or two notes of the solo, and then we'll jump to another one. So it'll be this real hodgepodge of two melodies played by a flute, then strings, then triangle, then synth, then bass, then guitar, then oboe, and that will complete melody number one. And then we'll do different instruments on melody number two. Might be one note, might be three or four notes in a row. And then we jump to another instrument.' It was just a creative idea to make what sounded like two guitars, maybe like Brian May, playing two melodies against each other. We had this whole elaborate full day of overdubbing parts to make these solos come out, and somehow in the mixing, since I wasn't there, it ended up sounding like two guitars mostly playing against each other, and all these beautiful layers of weird instruments on top of each other, I can't really hear them. They're almost inaudible. So sadly, no one was minding the store when it was mixed and they missed out on some things on the record."