This song is about a friend of the band who contracted HIV. According to lead singer Deryck Whibley, it wasn't their most serious song, but it was the most personal. He also stated that it isn't an HIV or AIDS awareness song, but is supposed to make you realize how quickly things can change and how vulnerable we are.
The band was doing very well at the time, with "Fat Lip" a hit single when they got the sobering news that their friend tested positive for HIV. They helped pay for her treatments and medication.
This was the second single from Sum 41's second album, Does This Look Infected?, following "Still Waiting."
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