Guitarist Ryan Ross recalled to VH1: "That was one of the songs that took the longest. It was kind of a work in progress over the whole writing process. That was one we did in the summer. No one was that excited about it. Then I changed it a few days before we were going to track it, and it ended up being a lot cooler than I thought it was going to turn out. We had some harpsichords and some really beautiful orchestrations."
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