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In an interview with The Village Voice, vocalist Caleb Followill described this piano-led bluesy ballad, where he is voicing his regrets at a relationship ending because of his love of partying, as "sad." Caleb penned the lyrics through a haze of prescription painkillers, which he was taking because of an injury to his shoulder. He told The Village Voice that the painkillers influenced his songwriting. Caleb explained: "It's kind of like you feel good but it's the kind of good feeling that brings about kind of sad emotions, things like that. I hold a lot in. I'm not the kind of guy that cries and stuff like that. Not that that's a good thing. But, you know, after I've had a few drinks and I have a songbook in front of me, a lot of times I'll kind of talk to myself a little bit, you know, and kind of point a finger at myself, and usually that's the most emotion that comes out of me."