This was inspired by a dream that Lambchop mainman Kurt Wagner had about sharing a drink with Martin Luther King Jr. Wagner explained to The Village Voice why he decided to make it into a song: "Well, I think maybe what I was fascinated about more than anything was the fact that when you have a dream there's a very short amount of time that you're able to remember the details of it. And it dissipates. The longer you're awake the more fractured and kind of difficult it becomes to remember it. And that became more fascinating to me than the actual dream. I was like, 'Wow. Why is that? What do I remember?' You know, mixing in the moment of waking up and other things that actually weren't about the dream but the experience of the dream. So, you know, if I include that into it then it becomes a little mystical, dreamy thing."
The lyrics to "Heartbreak Hotel" were written by a steel guitar player who was once a dishwasher repairman. He was inspired by a newspaper story about a man who killed himself and left behind a note saying only, "I walk a lonely street."
Mike Campbell from Tom Petty & the Heartbreakers played the slide guitar on "Sixth Avenue Heartache." There is a connection here - Wallflowers lead singer Jakob's dad, Bob Dylan, played with Tom Petty in The Traveling Wilburys.