Pretenders frontwoman Chrissie Hynde wrote this dreamy song about getting lost with a loved one with her producer, Dan Auerbach, and Richard Swift, who often collaborates with Auerbach in The Black Keys. Hynde is the only Pretender on the Alone album, which she considers more of a Hynde/Auerbach album. When it came time to attribute it, Auerbach told her, "Call it whatever sells the most records."
This was originally recorded for the Alone album featuring solo vocals by Chrissie Hynde. The single version, released the following year, is a duet with Pet Shop Boys' Neil Tennant. "The Pet Shop Boys have had many people guest with them, but he's never guested with another act," Hynde said in a Songfacts interview. "This is the first, so I was thrilled to have him."
Hynde invited Tennant to perform on the song after a conversation between the pair backstage at a Pretenders gig in Austin, Texas, during which the Pet Shop Boys singer told The Pretenders' frontwoman that the track should be the band's next single. Hynde told him she would release the tune on the condition that he sang it with her.
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