By now, if you’re watching HBO’s excellent The Righteous Gemstones, the original song “Misbehavin’” is not just familiar to you … it’s stuck in your head, permanently, to the point that you’re convinced it will drive you to acts of insanity. You’ve passed the stage where you appreciate the extremely sticky melody, you’ve passed the stage where you laugh at hysterical lyrics like “running through the house with a pickle in my mouth!” and you’ve passed the stage where you delight in watching Walton Goggins clog on YouTube, over and over, at 2 a.m. You are now in its clutches, forever and ever, and for this fate you have composer Joseph Stephens to thank.

Stephens has worked scoring TV and film for years, and when we spoke by phone, even he seemed a little shocked by how “Misbehavin’” has taken off. Before we get to the interview, watch the clip of Goggins and Jennifer Nettles performing the song below, and by “watch,” I mean “if you haven’t seen this yet…RUN.”

Read our feature on the song and the brilliant fifth episode here, and enjoy the interview with Joseph Stephens below.

Paste: First, congratulations on the success of the song. You’ve been collaborating with Danny McBride for a long while now, how did that come about?

Joseph Stephens: Yeah, Danny and I have been buddies since college. I was in a band in college that made music for a bunch of films and student films that some of these [University of North Carolina] School of the Arts guys would make, so I kinda befriended Danny and David Green and Jody Hill and some of those guys at that point, and we stayed in touch. I helped them with music for the movie The Foot Fist Way that we made a few years out of college, and then Danny kept blowing up. And we’ve been friends, and we have a certain mentality towards music, and a lot of similarities, and I think that formed a lot of our creative relationship and we just kinda stuck together and things have been crazier and crazier in every project.

Paste: Do you live in California now?

Stephens: I’m in Charlotte, NC, and those guys all moved to South Carolina now, they’re down in Charleston. They got out of L.A. and everybody’s east coast for the most part.

Paste: This song is so good, and it’s such a good, funny scene, but a moving scene too—two moving scenes, actually—so I guess my broad question is how the song came about, and how you created it.

Stephens: Well, I read the script a while ago and I knew that this song existed in the world of the show, and I knew that it was going to come up and that we were going to need to hear it. So I had been composing my version, I did a version I was concocting, and then I got a voice memo from Danny that was a recording of Edi [Patterson] singing the first verse and the hook of the chorus, and that informed a lot of the decisions for the song and it kinda sent me in a different direction. What I was doing previous to that was a little different, in the same vein but definitely very different, so I got that voice memo and that changed everything. I was like okay, I gotcha, let me run with this, and three hours later I sent them a recording of me just singing the song on an acoustic guitar and whistling just to pitch it and we just, it never changed from that part. It came together really fast. It coalesced in a very natural way, very fun, and had a pure origin.

Paste: So in this voice memo, did you realize something about Edi’s [Patterson] voice and you had to write something that fit her?

Stephens: It was just a hook, it was just the “mama told me not to, I did it anyway,” the hook of their interpretation, and how they were envisioning it. So Edi and Danny were writing these episodes, and they were there in the writers’ room, and they were spitballing ideas while I was working on my version in my studio, so they had something they liked and so they sent it to me and I just ran with it.

Paste: So they actually sent you that opening melody.

Stephens: Yeah, and some of the lyrics were scripted in the script, so I had a certain starting point, but once I heard Edi doing it, it made a different kind of sense to me. Once I knew that was the feel they wanted, I created a chord structure and music around that melody and then added a bunch more lyrics, and created a two-and-a-half minute song around it.

Paste: And that all happened in three hours.

Stephens: Pretty much. I had a lot of lyrics that I had written down that I was trying to incorporate into my version, which was a lot of lyrics about kids getting into trouble, and different things you’re not supposed to do, like running through the house and kicking and spitting and things like that. So I had this song that was my version, I had a bunch of lyrics to draw from, and once I heard that hook I re-inserted the same ideas into a different melody and a different progression and then created a chord structure and it all fit. It was very natural and very fast, it was awesome.

Paste: I’m no music expert, but I do like the way it goes line for line until the “I wore lipstick/I got caught shavin’ ” where they kind of exchange that line in the middle, that just seems like a really cool rhythmic thing.

Stephens: Yeah, it goes to a minor chord there, it changes.

Paste: I saw a quote in the press email that you’re not necessarily a Tammy Faye Bakker guy, but you do know Johnny Cash and June Cash, so that was maybe a bit of an inspiration here?

Stephens: Totally, I went back and listened to a bunch of Carter family stuff, and we used that as a reference point for the recording of the music. So I recorded all the music first and just used my scratch vocal track, before we found the kids to perform the kid portion of the tune. So I went to the studio to record all this music, and we constantly referenced all these different Carter family songs, and went back and forth between what we were creating and how recordings like that sounded from the ‘60s. and tried to match that and keep the same instrumentation and not try to over-think things and add a lot of bells and whistles. I wanted to keep it really pure and minimal.

Then we had a big audition, we put the word out, so we got all these different audition recordings from kids all over the country singing the song. And we basically chose two kids and went out to L.A. and brought the music I’d recorded in the studio, and brought the kids in with a whistler and we recorded the whistling and the kids on the same day, and did a remix of the whole thing. So the one that’s on screen with Walton and Jennifer Nettles, that was done a different way, but the original song was written first for the kids and then we created a version for them to perform on camera. But the kids’ version is in the flashback episode at the end, where we snap back to present day and 70-year-old Baby Billy is sitting in his car listening to the original version of Misbehavin’ that’s performed by him and his sister when his character was a kid in the ‘60s .

Paste: It’s such a cool and funny thing that you have these adults performing a children’s song, and it’s never really acknowledged in the show. The audience loves it, they’re not scratching their heads, going, “what the hell am I watching here?” And it works, but also I think it’s brilliant at showing Baby Billy’s nostalgia, and the fact that his life peaked as a kid. Did you have any of this in mind while writing?

Stephens: Yeah, we knew that it was going to be absurd to have Walton Goggins singing this song as a 70-year-old man, so there’s that. We knew that that was going to be weird, and we were totally looking forward to that moment, and he definitely delivered. Those guys were exceptional, I feel like the way they brought it to the recording sessions for recording the vocals, but then also the way they did the clogging on camera, all their performances were so great. But yeah, we were totally aware this was going to get weird, because like I said, it only existed as a children’s song, so for months the only version we had was the version that featured these kids.

So we brought Walton in to sing, he and Jennifer, and it took on this other absurd dynamic. But it never felt wrong, and like you said, it was slightly sad, but it’s also very wholesome and it feels good even though it’s a little … I don’t want to say pathetic … but it’s a little sad that this guy can’t get past the hit he had when he was 10 or 12. And he’s always stuck in that moment. And so these lyrics take on another meaning with lyrics like the absurd “running through the house with a pickle in my mouth,” and washing your hands to keep away from Satan and all these things that are certainly assigned to what children think. It’s all about the kids’ perspective, so it never leaves that even though it’s this old man singing, just trying to recapture whatever it is from his youth.

Paste: I wrote almost exactly that, how it hits this full range of emotions. I gotta tell you, I’ve never done this before but when the YouTube clip came out I decided to be the first one to transcribe the lyrics. So if you go to the YouTube I’ve got 102 likes for transcribing them in the comments. But this deserves it, if only for the “pickle in my mouth” line.

Stephens: I’ll never live that down. That’s going to be on my tombstone, I feel like. “Running through the house with a pickle in my mouth.” I’ll never get past it.

Paste: There are a ton of funny lines in there, and like you said there’s stuff that feels funny but also feels like it could be real, like washing your hands to keep away from Satan, that could be a real line. But “running through the house with a pickle in my mouth,” it just … I couldn’t stop laughing. It’s just so funny. Is that a line you wrote? How did it come about?

Stephens: Yeah, that’s me. I had all these lines that I wanted to put in the tune, and I’m in New York right now, we just mixed the last episode and we were all sitting around talking about the song, and so somebody asked me about this today at lunch, and I said yeah, when you’re a kid there are all these things that your parents tell you not to do, or things that you should do to be a good kid. Don’t misbehave. And one of the things you should not do, you shouldn’t play in the street, you shouldn’t run in the house and all those things, and somehow I know I wanted “running through the house” in the tune, and then it just kind of, for whatever reason, popped out of my brain: “Running through the house with a pickle in my mouth.” It just kind of happened, and it just made complete sense for whatever reason. Unexplainable. Because there really is no reference in reality to what that means, that I know of, at that point it has an interesting image and it connotates a strange image of a kid being a prankster, running around…

Paste: You really can see it.

Stephens: So that’s all that it is.

Paste: What was the reaction with Danny or Edi or anyone to that line? Did they react the world seems to be reacting now?

Stephens: I think so. It’s odd, because the thing came together so quickly, I sent my demo with me just playing my guitar to Danny, and we were back and forth the next day, he woke up the next day and we were both just like, “we can’t stop listening to this song. This is just amazing.” I would literally listen to it 30 times per day, just what I had done, it was so infectious, and I was trying to process what we’d created. And also to look at it critically wondering what we needed to change about it, and I think we were both just like, we don’t really want to change anything. Every absurd part of this is on point for us, so let’s not overthink it, let’s keep it pure and move on.

Paste: I wanted to ask about the performances. Jennifer Nettles is obviously an amazing talent, and it felt like her voice was somehow just right for the song, and I don’t even know if I can explain what I mean by that. And then on the flip side, Walton Goggins is not a professional singer, but his performance was terrific, including the one move he does where he thrusts his hip to the side and shoots his hand in the air in a victory fist. What it was like to see this thing you wrote translated into performances like that?

Stephens: It was awesome. Jennifer did her vocals here in New York so I actually wasn’t there for those sessions, but she’s such an amazing singer, and I was involved remotely at the session, and it literally took 30 minutes. She just came in and sang it perfectly, and we had a couple takes and were like, “there’s no real reason to keep doing this.” So we had her vocals cinched up pretty quickly.

And then I booked a session down in Charleston where we’re filming the show with Walton and Edi to do the other vocals, Edi’s vocal for her version, and Walton’s for both versions. And we did a bunch of takes, and it was just a lot of fun. It was crazy watching Walton doing it differently one way, having him do his younger version as a 40-year-old, so we got that down and then he shifted gears and sang it differently as a 70-year-old man, so he went into character and performed it differently in the studio, and that was pretty amazing to watch. He crushed it.

They brought it all, they were up for anything, and it was certainly a lot of fun just to sit back and watch these guys sing this tune. It was a little surreal. But it was great, and I think they had such fun with it, and I’ve known them for a bit from Vice Principals, so it was pretty comfortable, it was very natural and very easy to do. Danny came to the session and we sat back and had fun with the song. And those sessions were a little longer than Jennifer’s session. And I think it’s funny that in the version with Walton and Jennifer, her vocals are so spot-on, and Walton’s are good, but they’re perfect for the role because he’s the guy who didn’t really become the star she did in the reality of the show, so it makes perfect sense that his vocals are not as good. They just fit perfectly.

Paste: The idea is, she has the lion’s share of the talent, and he absolutely needs her, he can’t do this himself. And how were his vocals different in the two versions?

Stephens: So in episode six, he performed the song in modern times and he’s an older man performing it, so he sings with less gusto and more within the character as he would be as a 70-year-old. He doesn’t go for some of the higher notes, but in the flashback episode he goes for it, he gets up there with range and belts it out. But he’s way more reserved, with a different posture as an older man in a different decade. So that’s reflected in the performance, and it’s not the same performance. He doesn’t have the lungs, he’s just been beaten down by the world, he wants to give it all but his character doesn’t have it like he did back in the ‘80s, just like his character in the ‘80s didn’t have it the same way he did in the ‘60s as a kid, so it’s like a degenerative performance every 30 years.

Paste: The last thing I’ll ask, it seems like a lot of people had the experience I had which is that when I listened, I immediately assumed the song already existed. I said, this must have been on a Tammy Faye Bakker show with kids or something, and then Googled it and was stunned that it wasn’t already a song. Have you heard that a lot?

Stephens: I have. Originally I sent it in demo stages to family and friends, and I didn’t hear it then, but obviously that’s me performing it. But once it came out, I read some of the Internet chatter, and people are confused, they think it’s a real song. I know there were people on set that were confused by it at first, when Jennifer and Walton are performing it, they’re thinking it’s some song we licensed, like some song they know but don’t really know how they know, and then trying to find out how they know, just to find out that they don’t know, and now they do.

Paste: Last one for real this time, when you’re not working with Danny, what are you involved with? Are you a songwriter still?

Stephens: Not really. I have a bunch of songs, I was in bands, we wrote a bunch of songs, and I have a bunch of unreleased songs that sit around on a hard drive, but for the last ten years I’ve been doing score stuff, so I don’t really have the energy like I did when I was younger to do that kind of thing. I don’t want to say it’s a younger man’s game, but I just don’t sit around writing songs like that anymore, like I did when I had more to lose. Or less to lose, really.

It’s just kinda, when you’re young and dumb and in a band, and just trying to get by, you have a lot of angst and whenever and a lot of that comes through in songwriting, I definitely went through a period of that, but I evolved into something different. I still like writing songs, and who knows what happens in Season 2, I wouldn’t be surprised if Danny throws me a wild card and wants the B-Side.

Paste: The ultimate tough act to follow!

Stephens: Yeah, I know. I don’t want to! And that’s why we’re putting this out—we’re going to have an album soundtrack. We’re going to do something with “Misbehavin’” and so we should have written two songs at the same time so we could literally have a B-side, a traditional B-side the same way it would have been in the ‘60s. Just a different song, but we didn’t do that. I kind of wish we had, because now if we do it will be like trying to outdo ourselves, and react to whatever’s working in “Misbehavin’” and hopefully that won’t be something we try to achieve and fail. Because we didn’t really try hard with “Misbehavin’”—it just kinda happened.

This interview has been edited for clarity.

Shane Ryan is the Politics Editor at Paste. Follow him on Twitter here.