It was produced and co-written by Michael Simpson of the Dust Brothers. Mark Oliver Everett wrote the song after finishing writing the album, and the record company insisted he put it on the album as well. He was against this idea, considering it a disruption of the album's flow, but made the compromise by putting it in as a bonus track.
The song features prominently in the 2000 film Road Trip, and is used in part in the 2008 film Charlie Bartlett. In his autobiography, Everett states that letting the song being used for the Road Trip is one of the few real regrets he has ever had. He only agreed to it because the record company threatened to not release the album if he did not go along with the recording of the video clip, and at this point the album had been gathering dust for over 7 months. He hated shooting the video, and as of 2008, he had never actually seen the movie.