Speaking with Songfacts, Scooter Ward recalled the night he met Layne Staley
. "We were in Seattle, and all of a sudden, a little dude comes up and he's got an old fishing hat on and he's kind of dressed up like an old dude - he is dressed for Halloween. I guess he didn't want people to see him because he's Layne Staley walking into a club in Seattle, and that would draw a lot of attention, so he got a little costume.
He came backstage with me, and it impacted me so deeply to see him in that condition, because he was one of my biggest idols of all time. We opened a bottle of Jack Daniel's and drank it, and I just talked to him about everything for a long time. But the condition that he was in at the time affected me deeply - to see him look years older than what I thought he was. I knew when he left that night, that was the end - that he was going to go. I'm so thankful I got to spend that time with him.
So that affected me, and I was like, 'That's my hero, I'm going to write a song for him.' And then the Kurt thing came in too. He was just as influential, but Layne I just felt more of a connection to - he was way darker, and I've always gravitated towards that stuff. Layne Staley's mom actually reached out to us to thank us for the song, and it was really beautiful. So, it had some impact. People really feel that song."