This Rock ballad penned and sung by Avril Lavigne and produced by Butch Walker is the lead single and end credit track from the Tim Burton directed Disney movie Alice In Wonderland. It also features on the soundtrack Almost Alice, a collection of songs inspired by the film. The dark, haunting tune is sung from the perspective of the film's lead character, Alice.
Lavigne told Ryan Seacrest on his radio show, On Air with Ryan Seacrest that she wrote the song after asking Disney executives and Tim Burton for a role on the soundtrack. Burton agreed, and Lavigne penned the song straight away on her piano.
The song's music video was directed by Dave Meyers and shot on January 26–27, 2010. Footage from the Alice in Wonderland movie is edited prominently into the clip. Lavigne blogged: "I had so much fun doing this video. We shot it in the Los Angeles Arboretum. It was beautiful. We wanted the visuals to capture the spirit of the movie."
Myers explained the video's concept to MTV News: "[Avril and I] kind of discussed a version of what we ended up shooting. She saw herself running during the choruses. She saw herself at a piano. She was proud of her musical contribution to the song. And I sort of played with the texture. I built the hole and told her it would be cool to have her at the bottom of the hole. It was two artists vibing."
He added: "I thought it was like, honestly, Tim Burton in music form. I didn't expect it from Avril. I just really enjoyed the haunting quality of the song and just wanted to capture that in video form. In a lot of ways, what I wanted to do was a perfume ad in a goth way with enough of a story so that it's not a bunch of randomness. And it made this surreal look that was fashiony but goth."