It was written by Jerry Dale McFadden, Rick Nielsen, Robert Reynolds, Robin Zander and Tom Petersson, and produced by Cheap Trick and Ian Taylor.

[8] Steven Mirkin of Entertainment Weekly felt that "Say Goodbye" and "Carnival Game" "approach[s] the [band's] earlier material's heady rush".

"[10] He added: "Rick Nielsen's nimble lead guitar work in "Carnival Game" and the shimmery chorus of "Say Goodbye" herald their strengths.

"[12] Rob Seng of The Courier-Journal noted: "Although outside writing help is sometimes a harbinger of trouble, the contributions that the band gets here from the members of the Mavericks results in an engaging hook on "Carnival Game".

"[13] In a 1997 concert review, Chris Riemenschneider of the Austin American-Statesman described "Carnival Game" as a "delightful poppy ditties a la "Oh, Candy".