Michael Stipe told Q Magazine October 2007 about how he struggles with writing original love songs as they've been done to death: "With 'At My Most Beautiful,' which is a full-on love song, I couldn't find the words. They'd all been done a zillion times. And then I found it with this line about eyelashes ("At my most beautiful, I count your eyelashes secretly".) That opened it up for me. I don't think it had been done before."
The original inspiration for this song came to Stipe at a time when he was putting together a book he was working on, 2XIntro: On The Road With Patti Smith. He was driving up and down Santa Monica Boulevard and was consistently late for his appointments. He told Jam!: "I was stuck in traffic, this mid-day traffic, on Santa Monica Boulevard, but I had the tapes, and I was listening to them in the car, and I was trying to come up with stuff. I wrote the line, 'I found a way to make you smile', and I just thought, that's the most beautiful thing in the world."
"Once I had written the piano part, I realized that in some small way I might have been channeling Brian Wilson, so I ran with that in both the bass lines and the harmonies. Our deferential nod to one of the best musicians of all time," Mike Mills noted in Part Lies, Part Heart, Part Truth, Part Garbage.
This was featured in the TV series Smallville in the 2003 episode "Slumber" and in the 1999 movie Never Been Kissed, starring Drew Barrymore.
Peter Buck noted in the compilation In Time: "Obviously, this is our tribute to the Beach Boys. Mike told me that when he and Bill lived in Macon, they would cruise the city, singing along with a Beach Boys eight-track. He said it really stretched their upper ranges. Until the day Bill quit, they could still hit those notes.
"I'm not sure that Michael even knows that the Beach Boys have an unreleased album called Smile, but he went along with the feel of the track, knowing that Mike and I are big fans. The bass part on this is probably my favorite line that Mike has ever come up with. When we play it live, I play bass. I feel like such a pro, up on stage playing this super cool part."
Nigel Dick directed the music video for this song, which has Rain Phoenix playing a beleaguered cellist. Phoenix also provided backing vocals for the band's single "Bang and Blame
," from the 1995 Monster
album, which was dedicated to her late brother, River.