The song started as a crazy drum beat in the studio over which Johnson encouraged DeGraw to adopt a stream of consciousness approach for his vocals. He began to sing "Melt Antarctica, savin' Africa. I failed algebra" and Johnson added, "And I miss you sometimes." "I laughed because it was so off the wall, but at the same time that was the stroke that it needed," DeGraw told Radio.com
. "The nature of the song, it almost didn't matter what we said. We had the freedom to say anything because the style and sound of the song, there's a bit of a beatnik Americana thing happening in there even though it's been modernized. It lets you be a little bit nutty as far as being a lyricist is concerned. It is very freeing."