Songfacts®:

• Monsters of Folk were an alternative rock band made up of Jim James of My Morning Jacket, Conor Oberst and Mike Mogis of Bright Eyes, and indie singer-songwriter Matt (M.). Ward. Mogis explained to Express Night Out how this evolved from a M.Ward song that he wasn't very happy with. Said Mogis: "The song actually did have a verse and a chorus and totally different vocal parts. That was a song Matt brought to the table and he didn't really like it. That was the one where everyone actually sang on all the verses. They were actually Matt's lyrics, but he never liked the song, I think. That's my personal opinion. When it started out it sounded like another M. Ward song - it was worked on for 'Hold Time.' We tried the, how about you sing a verse, you sing a verse and maybe it will sound different. We tried it and it sounded all right to me, but it didn't sound great. So he was like, 'Why don't we make it a segue and do this weird 'Goodway' thing, one repetition of the chorus, then be done with it.' We worked on that for a minute then it ended up being three repetitions of the 'Goodway' chorus, then two guitar solos, and then Conor wanted to do a spoken-word thing over it. And in true Monsters of Folk fashion, we said, 'Oh, of course - that makes sense.'"
• Mogis explained to Express Night Out the spoken word section: "The spoken word thing ties into some of these themes of the record, but it was a letter that was found. I don't want to get into it because its supposed to remain anonymous. It wasn't anything that we actually wrote. We thought it's so funny because it ties into these yearning, searching type things, and then Conor read it. And it's all weird. So that's how we left it, like 'Oh, that's uncomfortable.'"