In 2007 Austin Carlile's mother passed away to Marfan Syndrome (a disorder of the bodies corrective tissues). When the of Mice & Men vocalist sat down to write a song to vent his emotions, it became a dedication to her memory, as well as a statement of how he hoped to make her proud, by living his life as an inspiration for others. Austin told Kerrang! magazine: "I wrote it for myself as a way to vent and express myself. It's made me want to write more stuff like that, to open up and be more real. Reading all the letters I get from fans, I've gone through a lot of that same stuff: bullying, depressive thoughts, not having any friends and living in an orphanage. These are things I went through and I can help others. I can be like a big brother, a mentor or guide."
The last place that Carlile lived with his mom was Second Street and Sebring Circle in Lehigh Acres, Florida. He told Kerrang!: "Everything that happened in the song happened while we were living there."
Carlile originally disliked this tune. He told Kerrang!: "The funny thing is, in the studio. The song's name was 'Austin Hates' because I didn't like it at all before I wrote the lyrics. But then, after I wrote them, I fell in love with it."
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