This song was inspired by the 2001 David Lynch American psychological thriller Mulholland Drive. Vocalist and songwriter Brian Fallon told Artist Direct: "I watched that movie for the first time when I was writing the record. I was watching it, and I was like, 'I went through something similar.' It wasn't in the same form exactly, but the sentiment was there. It was a great title, so I wanted to use it."
Fallon told NME how Mulholland Drive inspired this song. "You don't know if the characters in the movie are dead or the roles are reversed or who's who," he explained, "and I remember feeling like that in this one particular relationship that I had where I was, 'I don't know where my head's at here.'"
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