Songfacts®:

• Larkin Poe, a roots-rock band formed by Georgia-born sisters Megan and Rebecca Lovell, released their fourth studio album, Self Made Man, in June 2020. Because of the COVID-19 pandemic, the group couldn't tour to promote the release, so they did a livestream from the North Beach Bandshell in Miami, Florida, and performed tunes from the album, backed by the hybrid chamber orchestra Nu Deco Ensemble. The gig went so well, the two acts decided to release the performance as a collaborative live album, Paint The Roses, in 2021.
• In a 2022 interview with the Songfacts Podcast, Rebecca Lovell described this as "a song that takes you on a journey to destinations unknown." She said, "Those lyrics on the record are actually some of my favorite because I love that it takes you to a sticky, dark venue. It takes me to Alice In Wonderland - that whole exchange with the caterpillar on the mushroom. He's like, 'Take a bite of me.'"
• The Lovell sisters don't usually bring in outside writers, but they wrote this tune with Nashville scribe Pat McLaughlin (who co-wrote John Prine's "Summer's End"). Rebecca told Songfacts that a strange car ride turned into a fruitful songwriting session: "We were driving out into the country and driving and driving and driving, like, 'Where are we going?' Then we got to this incredible songwriter's property - he lives out in the sticks. He takes us out on this little dirt road and we're like, 'Dear Lord, please let this not be the end of our story.' But we ended up at his writing room.
  
  It was such a cool day, and he's such an insightful writer. Based on who we are as individuals, the conversations got deep and we started talking about my favorite conversation, which is existential crises. He had some really cool things to say, and we started painting some really fun pictures."