Vega characterized this song as "New York personified as a woman who has had a hard time but is still beautiful." The story is told from the perspective of a tourist who falls in love with the city, but she doesn't love him back.
Many of the songs on Beauty & Crime were inspired by New York City. Vega is from New York and got the idea after she was asked to comment on the events of September 11, 2001.
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