Vocalist Bethany Cosentino was in her early 20s when she penned the lyrics for Best Coast's second album, Only Place. She was in a self-conscious state following the success of the band's debut set and realized she needed to mature. "I'm trying really hard to grow up. I'm trying to let go of my bad habits and the immature things I still drag around with me," said Cosentino.
This song is about Cosentino's fear of dying: "I joke around that this is our emo album, but it is emotional, you know?," she told Q magazine. "There's a song I wrote about speaking to my mum about my fear of dying. I've done a lot of growing up recently."