Blunt told Mike Ragnoga of Solar Powered KRUU-FM about this bittersweet song concerning the traumatic collapse of first love. "That was one of the last songs I wrote for the album. There was a great little discovery before we finished recording. I started off with an old '70s drum machine, which is the same one they used on Sly & The Family Stone. It was a really retro, bass-driven sample."
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