Songfacts®:

• This is a track from American singer-songwriter Jason Mraz's third studio album, We Sing. We Dance. We Steal Things.
• Mraz told the story of the song to Rolling Stone: "When I took a break to make this record, I joined my roommate Bushwalla's band - I was the guitarist and background vocalist. There was a young woman in the band who would also do a burlesque show and invited us to go see her. And I was watching this burlesque show thinking, 'Man, I wonder if my music is played in any exotic clubs anywhere in the world? I sincerely doubt it.' That challenged me: I went home, and I thought, 'I'm going to see if I can't write a song that a young woman would want to model her shoes to.' I don't know if the girl ever found out, but it's definitely one of the more fun songs in the live show."