This song is about the disintegration in the eight-year relationship between frontman Billy Lunn and his bassist girlfriend Charlotte Cooper. Lunn explained to the Daily Mirror June 13, 2008: "That song is about me feeling guilty over what I think I put Charlotte through in our relationship, and also realizing that for a long time I wouldn't be anything without her."
In 2015, Lunn revisited the themes of this song with more of a lengthy hindsight on the song "Taking All The Blame."
This was one of three songs performed at Abbey Road studios in a 4Music set in 2008, the others being "I Won't Let You Down" and "Oh Yeah."
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