The song's reflective lyrics of a bleak reality while never giving up hope is based on Adams' time in New York in his 20s. The track was originally written about Chris Feinstein, who played bass guitar for Ryan Adams & The Cardinals between 2007 and 2009. On December 15, 2009, he was found dead in his New York City apartment. Speaking to BBC 6 Music, Adams explained: "The first version was called 'Chris.' I was trying to write a song for my friend and former bandmate who passed away. The song I wrote was too direct, and I realised that there needed to be more self-reflection. I needed to make this feeling relatable to others, so that it could be relatable back to myself. In some strange way, it needed to be more altruistic, by being more first-person. It's a very strange concept, but when I listen to songs, I need to feel the narrator's shoes rubbing against my feet, you know? I needed to put myself in that place."
The version that appears on Ashes & Fire is the revised second draft.