According to Weezer guitarist Brian Bell, this song is about a spider.
Weezer started working on Make Believe on December 1, 2003 and finally released it on May 10, 2005 - 11 years after The Blue Album. Recording this and other tracks on the album required a lot of patience from the band and producer Rick Rubin, as lead singer Rivers Cuomo worked meticulously on demos for the album.
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