and James Young wrote this song with Glen Burtnik
, who replaced the Damn Yankees-departed Tommy Shaw in Styx for the Edge of the Century
album. Burtnik was chosen for both his guitar chops and his songwriting skills, and he wrote or co-wrote five songs on the album. Telling us about recording the song, Burtnik said: "We were taking forever in the studio recording the Edge of the Century
album and I was bored out of my mind. So while songs were being tweaked in the control room I would go out in the studio and play the big beautiful piano they had. Eventually I came up with a good chunk of the music and at night I'd go back to my Chicago apartment to work up a demo of the tune on my sequencer. I showed what I had to Dennis DeYoung, who wrote most of the lyrics and James Young chimed in on the bridge. It came out worthy of including on the record, so my work was done! Now, it may be possible Dennis was writing the song about somebody, but I was just trying to get another song on a major release album."