Songfacts®:

• In this song, Matt Nathanson recalls a fleeting affair with a woman he'll never forget. Part of her will always be with him.
  
  The girl in the song is named "JV," and she's a composite of different people.
  
  "JV can be whoever you want them to be," he explained in a Songfacts interview. "I like the idea of JV, junior varsity. I don't know where it came from. It's a weird thing, but I definitely have a person or two in mind when I sing it, depending on the verse. I have a specific person in mind for all the heartbreaking stuff."
• German cars tend to be fancy and expensive - think BMW or Mercedes. Nathanson grew up in Boston and attended the Fessenden boarding school in West Newton, Massachusetts, where he graduated in 1988. He wasn't rich, but most of his classmates were, and many of them drove German cars their blue-blooded parents bought for them. That setting inspired this song, where he and JV bond by making fun of these kids.
• Nathanson's friend, the artist Bill Long, made the animated music video. "It's exceptional. It's one of the greatest things I've ever been a part of and I had nothing to do with it, except I wrote the song," Nathanson told Songfacts. "And it's fun that my buddy Bill, who was my friend as a kid at an all-boys camp in the woods with no electricity - we used lanterns to get around - made it. Some of my closest relationships are with people from that experience, so it was fun to reconnect with him and to have him be a monster talent."