This bluesy track introduces Marling's second studio album. It's a lonely, lusty tune that ends with two lovers "Eye to eye, nose to nose, ripping off each others clothes in a most peculiar way."
Marling admits the idea came from a time when she tried to salvage a bad relationship. She told Daniel Rachel (The Art of Noise: Conversations with Great Songwriters): "Soon after writing that song I stopped romanticizing situations. It was an embellished situation in my life: the classic unchangeable, awful man."
Jimi Hendrix opened for The Monkees on their 1967 tour, and it did not go well. The young, mostly female crowd shouted "Davy" when Hendrix sang the word "Lady" in "Foxy Lady" in honor of who they came to see: Monkees lead singer Davy Jones.