Goldfinger lead singer John Feldmann wrote this song on on New Year's Eve, 1995, the morning after hooking up with a girl he had been crushing on for some time. He was too excited to sleep, and in the morning wrote the song in just minutes as he thought about their time together and wondered how she would feel the next morning. The relationship was short-lived, but Feldmann got a song out of it.
This Goldfinger's first single, and it ended up being their biggest hit. The song marked a departure from the underground punkish sound they cultivated at live shows, moving the band into the ska slipstream along with bands like The Mighty Mighty Bosstones and Reel Big Fish. The song remained one of their most popular live offerings throughout their career.