Vocalist Brendon Urie began writing the song two years prior to its recording regarding a lucid dream he had.

at the Disco's first single in aftermath of the departure of guitarist Ryan Ross and bassist Jon Walker, both of whom had no involvement in the track.

Urie wanted the band to explore a more polished pop sound, while Ross — and, by extension, Walker — was interested in making retro-inspired rock.

[3] The departures came at an odd time for the band, reportedly in the final stages of completing the writing process of their third album.

Smith described the styles as similar to that of both Frank Sinatra and Queen, with the electronic presence first found on the band's debut record, A Fever You Can't Sweat Out.

[7] Eventually, the two saw an early screening of it and found the song in a scene when the characters are getting ready for prom, in the background of a montage.

Meanwhile, Ross and Walker debuted music from their new band, The Young Veins, at the same time, releasing their first track, "Change", through their MySpace as well.

They take off their sunglasses and a few seconds later the scene rewinds, returning to the start off the video, and again showing Urie and Smith as they enter the school.

The pictures depict the pair getting shouted at by teachers, and being taken towards the front doors only to be attacked by the same students involved in the fight earlier.

Urie and Smith get pushed and beaten through the hallways and down a staircase to where they are finally shown alone and in film again, limping away from the school, with bruises and damaged clothing.