Why do people choose to use (or not use) Two Factor Authentication (2FA)? We report on some surprising results from a two-phase study on the Yubico Security Key working with Yubico. Despite the Yubico Security Key being among the best in class for usability among hardware tokens, participants in a think-aloud protocol encountered surprising difficulties, with none in the first round able to complete enrollment without guidance. For example, a website demo, built to make adoption simple, instead resulted in profound confusion when participants fell into an infinite loop of inadvertently only playacting the installation. We report on this and other findings of a two phase experiment that analyzed acceptability and usability of the Yubico Security Key, a 2FA hardware token implementing Fast Identity Online (FIDO). We made recommendations, and then tested the new interaction. A repeat of the experiment showed that these recommendations enhanced ease of use but not necessarily acceptability. The second stage identified the remaining primary reasons for rejecting 2FA: fear of losing the device, illusions of personal immunity to risk on the internet, and confidence in personal risk perceptions. Being locked out of an account was something every participant had suffered while losing control of their account was a distant, remote, and heavily discounted risk. The presentation will surprise and inform the practitioners, showing them that usability is not just common sense, in fact, sometimes you need to think sideways to align yourself with your potential users.