In this song Tunstall takes a critical look at ladies of a certain age who try to look like teenagers by resorting to plastic surgery. In an interview with mp3.com, Tunstall revealed that the song was inspired by a documentary she saw on the Discovery Channel, which was "about old women having really disturbing amounts of plastic surgery to look very, very young."
The Scottish singer-songwriter Tunstall elaborated on the song in an interview with Paste Magazine (October 22, 2007): "It's about old ladies having plastic surgery. I'm fascinated by our culture's reaction to and treatment of beauty. It must be so difficult for young women who grow up ridiculously gorgeous to look in the mirror one day and go, 'Oh my God, I have a neck like a f--king turtle!' Then they have work done, and they look so strange, younger than what they are, but like the Emperor from Star Wars. It's really weird."
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