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On last night’s episode of ‘Oprah Prime’, hit making producer, song writer, Pharrell Williams discussed his writing process, and what it was like writing ‘Happy’.

“Do you have to be happy to write ‘Happy?’” Oprah asks Williams.

“My best songs come from two different ways,” he says. “Either when I have a really good gut feeling about something, it’s written in the shower or on a plane.”

“Shower’s good, isn’t it?” Oprah comments. “There’s something about the water.”

Williams says it’s sensory deprivation. “The water attracts your ear,” he says. “You get distracted, and your mind wanders.”

Some of his best verses and songs, Williams says, are written in the shower — but “Happy” wasn’t one of them.

He says he was in a different state of mind when he wrote the “Despicable Me 2″ song, calling it a “crazy, half-court shot.”

“It’s not because you’re that good,” Williams says. “It’s because you’re out of ideas. And that’s what happened. I hit zero. And I just hit a place of openness because I had nothing else left.”