I've never made a song that strayed so far from my original intentions than this one. I was originally planning on making a video game cover of Spark Man's stage from Mega Man 3. I cut the tempo in half and started screwing around with the melody to the point where it became nearly unrecognizable. I gave up on the video game cover entirely and this was the end result. (Now if you play this at double speed and in a higher key, some elements might sound a *bit* familiar.)
As for the finished product, the main melody is melancholy yet oddly catchy at the same time. Some slightly detuned background pianos and *very* subtle panning effects give the song a unique feel. The second version of the main melody starting at 1:30 is my favorite part of the whole piece.