Vocalist Myles Kennedy wrote this song from his mom's perspective. He explained to Kerrang! magazine: "When I was a kid, I was pretty insecure. My mom always believed in me and tried to remind me that what I thought about myself and what the rest of the world thought were two completely different things. The lesson is: listen to your mom! And eat your vegetables."
This song was added to Fortress near the end of the recording process. Guitarist Mark Tremonti explained to MusicRadar.com: "We knew we needed something different for the dynamics of the album, and we also kept in mind that our fans like things like 'Before Tomorrow Comes' – the more uplifting tunes that we've done in the past. Things were pretty dark and heavy, so we wanted to make sure this tune wound up on the record."
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