Wainwright wrote this song while his mother, Kate McGarrigle, was dying of cancer at the Royal Victoria Hospital in Montreal. He addresses his mother's illness directly but this is no clichéd eulogy. Instead, it's a collection of assorted memories.
All of the songs on All Days Are Nights: Songs For Lulu are performed by Wainwright accompanying himself on piano rather than the lush orchestrations and arrangements that have marked most of his other work. He explained to Billboard magazine: "This album is a product of my reaction to the various momentous occasions I was experiencing, whether it was my mother's health or the opera (Prima Donna) or the Judy (Garland) show or my touring. I was really drawn to the piano, the main reason being that it was where I could be alone and I could sort of tell everybody to skidaddle, and these songs started to come. It was a way for me to exorcise or sacrifice music to this great hurt and wounded and volatile part of myself; instead of perhaps going out and doing it at the bar, I decided to do it as music."