Songfacts®:

• She & Him is an American indie folk band consisting of singer and pianist Zooey Deschanel and guitarist and producer M. Ward. Descanel sings this lullaby pretty much a cappella. She explained to Pitchfork Media: "I originally recorded that song with ukulele and a bunch of harmonies and then I just muted the ukulele and was like, 'Oh, that sounds good.' I'll write and make chords with my voice sometimes if I don't have an instrument even though it takes a million times longer [laughs]. Then I sent it to Matt as an a cappella demo and we just did more harmonies. I don't like to plan harmonies too much, because there's something fun that happens when you just sing a pass, then sing another pass, and layer them on top of each other. All of a sudden you've got all these parts. We were talking a lot about the Beach Boys and how they triple their vocals, so I was like, 'Every line has to be tripled.' It was exhausting, but fun."
• Deschanel told The Sun April 2, 2010: "I wrote it as a lullaby and wanted to make my voice sound as much like a string section as possible. I loved being in a choir growing up, over-dubbing harmonies is so much fun. I loved recording this song although it was hard work. It was a great challenge."