This demo was first released on Disc 1 of the 2004 With the Lights Out box set. This version has many lyrical differences from the rerecording released on Nirvana’s debut album Bleach in 1989. Nearly all of the verses were reworded or completely changed before release. This recording may be from as early as 1987 or 1988.

Cobain wrote the song about his relationship with Tracy Marander. His songwriting was influenced by pop bands like R.E.M. and bands from the 60s, such as The Beatles.