Singer-guitarist Peter Moren originally penned this pop-rocker back in 2002. The frontman explained to Spin magazine the song is "about a relationship that I was running out of. We broke up a month after I wrote that song."
Lyrically, the song was inspired by Moren's inability to tell lies. "We weren't in a very good place," he said of the relationship. "But we were too scared to break up."
Moren told Spin that musically, "it's very Buzzcocks-y. We recorded it in a couple of takes. The producer decided to overdub the whole song. The whole band played it twice!"