Red Hot Chili Peppers guitarist Hillel Slovak died of a heroin overdose in June 1988 before the album was recorded. Anthony Kiedis was also struggling with drugs addiction at the time and shocked by his bandmate's death. He rented out a boathouse, and shut himself in there for three months and tried to wean himself off heroin. While there he wrote this song, which was about feeling the pain of Slovak's death and his own drug addiction.
The backwards verse at the beginning of the song is Anthony Kiedis singing the chorus.
The album was originally planned to be titled Rockin' Freakapotamus, but after the death of Hillel Slovak they changed it. Now "The Rockin' Freakapotamus" is the name of the Red Hot Chili Peppers' fanclub.
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