In writing the song, Raine Maida began by thinking about a woman who lived alone in her apartment. The woman has little going on in her life, and the apartment is dingy, without much of a view. She has boxes from her childhood, and one day she takes out a pop-up book and opens it to a garden with pop-up flowers. Whenever she wants to cheer herself up, she opens the book. Maida puts only traces of the entire history in the lyrics.
For the first time, Our Lady Peace self-directed their music video for this song. The video was filmed on July 15 of 1997 and consists of the band playing in a dimly lit room (a rehearsal space in Toronto). The video reached the #1 spot on the Muchmusic countdown on October 15, 1997. In 1998 it was ranked #47 for Muchmusic's favourite videos of all time.