at Maratome Studios in Stockholm, Sweden. Kristian Lundin also recorded the song at CMK Island Studios and Westlake Studios, both in Los Angeles, California. The mixing for the song was provided by Serban Ghenea took place at MixStar Studios in Virginia Beach, Virginia with the engineering provided by John Hanes and assistance provided by Tim Roberts. Composition "Beggin' on Your Knees" is an electronic rock song that contains influences of Hi-NRG, teen pop and dance-pop. The song runs through a dance-oriented beat and features a lighter sound than the preceding single, "Freak the Freak Out". The theme of this song is center around vengeance and coming of age. The lyrics are about a seeking vengeance on her boyfriend after learning of his relationship with another girl. Victoria Justice's vocal range spans almost two octaves from the low note of A3 to the high belted note of F5. Critical reception Jessica Dawson of Common Sense Media, the website that rates music for parents approval for children's listening, rated the song three out of five stars, praising its playful and child-friendly nature, while warning parents of the main message, commenting that "The lyrics are playful but could be construed as menacing: "You messed with me, and messed with her, so I'll make sure you get what you deserve" and "Watch your back, you don't know when or where I could get you."" Joe DeAndrea of AbsolutePunk praised the song, along with "Freak the Freak Out", for its catchy nature, further commenting that "They will get stuck in your head and you'll probably feel a little ashamed, but no worries: it's the good type of ashamed! Like eating chocolate cake in a bathtub alone on a Friday night. But really, it's easier to accept it when you realize that the songs aren't all that worse than what is currently on the radio." Bob Hoose and Steven Isaac of Plugged In Online, a site that rates music for children's listening, condemned the song for its objectionable content, mainly noting "the singer has payback schemes on her mind: "You mess with me/and messed with her/ … So watch your back/'Cause you don't know when or where I could get you/ … I'll have you crawlin' like a centipede."" Chart performance "Beggin' on Your Knees" debuted at number 83 on the US Billboard Hot 100 on the April 16, 2011 chart and peaked at number 58