Songfacts®:

• This was the first song that Andrew McMahon recorded for his debut EP, The Pop Underground. The former Jack's Mannequin frontman explained to AOL Music that initially the writing process got off to a difficult start. "I had just finished a really inspiring two-day writing session for another artist and went out to celebrate with some friends," he said. "We ended up watching the sun come up despite the fact I was scheduled to meet a young producer in the morning to begin work on some of my own material. I spent the first half of the day hungover, hitting dead ends, working on a song I had written prior."
  
  Finally McMahon found the inspiration to pen a song that reflected the lessons he's learned from the past. "Mark, the producer I'd just met, finally said, 'I think we should write something brand new.' He put up a beat, and it brought me out of my fog," said McMahon. "I laid down the simple piano line you hear in the intro and this boozy, regretful lyric. It quickly turned into flashbacks from my childhood and glimpses into the future. In a lot of ways it's about finding forgiveness and learning how to acknowledge the past in a way that lets you live in the present."