This brooding, down-tempo track was premiered during frontman Eddie Vedder's US solo tour.
This track with complex chord changes originated from a songwriting session Vedder had with Rolling Stones guitarist Ronnie Wood. He explained to the Toronto Globe and Mail: "I was working with Ronnie Wood on a record he's putting together. He asked me if I could contribute some words, which really excited me because I love his voice. This particular song was a little difficult to transcribe though, so it ended up in [Pearl Jam's] court. I played it to Brendan [O'Brien, producer] at four in the afternoon, and by the next afternoon it was complete."
Vedder told VertigoFM that this, "is a song taken from the perspective of a man who is still sitting in a bar after everyone else has left." He added that even though the song is sad it became more "confident" when played with the whole band.