Mainman Jason Pierce wrote much of the album shortly after the band's keyboard player and his girlfriend, Kate Radley, left him for The Verve's Richard Ashcroft
. However despite this song's heartbreaking lyrical content, Pierce penned it before their split. He explained to Uncut
magazine August 2009: "I'd been listening to lots of Patsy Cline and Jimmy Scott, songs full of absolutely heartbreaking things."