Crow wrote this with guitarist Jeff Trott and drummer Brian MacLeod during a six-month stay in New Orleans. The song juxtaposes an array of images to highlight what needs changing in someone's life.
In a Songfacts interview
, Trott remembered digging into classic soul for inspiration: "We were trying to come up with something like the Staple Singers. Mavis Staples is one of those legendary soul singer/songwriters, and Sheryl and I have this affinity for those old soul songs, Motown, stuff like that. We're always trying to find those rare, rare songs for inspiration."
The trio came up with so many lyric ideas that they decided to throw them all in a hat and draw them out, leading to a string of non-sequiturs that tie the song together. Trott said: "Sheryl just picked them out randomly and put them on a piece of paper, and we all read them. We all thought, 'Whoa, this actually makes sense, even though it's so oblique and completely abstract.' So, we put this thing together and tried to keep the order pretty close, just swapping a couple of the lines to make more sense."
So, a change would do who good? According to Trott, the first verse is about producer Bill Bottrell, who walked out on the making of the album. While the lyrics are biting, Trott says it was all in fun. "She had a little bit of resentment towards him, but not in a harsh way, but in a playful kind of way."
He's a platinum canary, drinkin' Falstaff beer
Mercedes Ruehl, and a rented Lear
Bottom feeder insincere
Prophet lo-fi pioneer
The above lyrics are often misquotes, but Trott confirmed they indeed reference Mercedes Ruehl. The Academy Award-winning actress also starred in the 1999 thriller The Minus Man, in which Crow made her debut film appearance.
The second verse was partly inspired by Madonna "and a few other people":
Canine, feline, Jekyll and Hyde
Wear your fake fur on the inside
Queen of south beach, aging blues
Dinner's at six, wear your cement shoes
I thought you were singing your heart out to me
Your lips were syncing and now I see
Things weren't as dismal as they sound for the Material Girl. Around this time, she was beginning to soften her sexy image as she approached her 40s. 1996 saw her acclaimed performance in the film Evita and the birth of her first child.
After some convincing, Crow agreed to make the last verse about herself:
I've been thinking 'bout catching a train
Leave my phone machine by the radar range
Hello it's me, I'm not at home
If you'd like to reach me, leave me alone
Three music videos were made. The first, a black-and-white clip directed by Crow and Lance Acord, shows the singer both performing out on the street and tossing her belongings out of a window in the background.
The star-studded second video, directed by Michel Gondry, has Crow magically manipulating characters' lives, loosely inspired by the classic sitcom Bewitched. Cameos include Mary Lynn Rajskub, Heather Matarazzo, Jeff Garlin, Ellen DeGeneres, Molly Shannon, Andy Dick and Toby Huss.
The third video consists of footage from a live VH1 performance.
This was covered by Dean Geyer and Lea Michele on the 2012 Glee episode "Makeover."
This was featured on the TV series Sex and the City in the 2000 episode "Politically Erect."