Whilst touring in Spring 2007, American singer-songwriter Mary Chapin Carpenter experienced severe chest and back pain. The diagnosis was a pulmonary embolism - blood clots in her lungs. She was forced to cancel her summer tour to recover, and this song describes the frightening experience. Carpenter explained to The Boot
: "It's about the feeling at that moment when I was so ill and I didn't know what was going to happen to me. I've never been so terrified in my life. I felt this burden of all these things - my own life, my place in the world. I wanted to just float above all of it and to be free. I wanted to not hurt any more. So that lyric speaks to being completely helpless."